BUSINESS
LEASE
The Landlord and the Tenant agree to lease the
Rental Space for the Term and at the Rent stated, as
follows: (The words
Landlord and Tenant include all landlords and all tenants under
this Lease.)
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Landlord:
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Lakeside
Business Park, LLC One Drexel Plaza
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Tenant:
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Destination
Software, Inc.
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137
Hurffville-Cross Keys Road Suite C
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Rental
Space: Lakeside
Business Park
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700, 701, 702
Liberty Place
Sicklerville,
NJ
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3,066 SF
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[as outlined on
Exhibit "A"]
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1.
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Possession. Use
and Permits
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4
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2.
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Condition of
Rental Space
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5
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3.
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No Assignment
or Subletting
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5
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4.
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Rent and
Additional Rent
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5
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5.
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Security and
Damages
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6
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6.
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Liability
Insurance
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6
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7.
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Fire. Casualty
and Other Insurance
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6
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8.
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Water
Damage
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7
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9.
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Liability of
Landlord and Tenant
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7
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10.
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Real Estate
Taxes
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7
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11.
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Quiet
Enjoyment
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7
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12.
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Utilities and
Services
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7
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13.
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Repairs,
Maintenance and Compliance
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7
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14.
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No
Alterations
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8
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15.
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Signs
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10
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16.
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Access to
Rental Space
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10
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17.
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Fire and Other
Casualty
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10
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18.
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Eminent
Domain
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10
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19.
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Subordination
to Mortgage
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11
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20.
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Tenant's
Certificate
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11
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21.
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Violation,
Eviction, Re-entry and Damages
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11
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12
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23
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No
Waiver
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24.
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Survival
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12
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25.
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End of
Term
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12
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26.
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Binding
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12
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27.
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Full
Agreement
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12
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28.
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Late
Payment
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13
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29.
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Environmental
Compliance
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13
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30.
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Waiver of
Subrogation
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13
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31.
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Waiver of
Claims
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13
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32.
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Brokers
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14
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33.
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Holdover
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14
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34.
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Condominium
Association
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14
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35.
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Exhibit A -
Space Plan
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15
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36.
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Exhibit B -
Site Plan
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15
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37.
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Exhibit C -
Utility Transfer Acknowledgement
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15
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38.
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Exhibit D -
Condominium Document Receipt
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15
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Date of
Lease: September 20, 2007 Term: Three
(3) Years
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Beginning:
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On the date
Landlord tenders possession of the rental space to Tenant
substantially completed, estimated to be approximately December 1,
2007.
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Renewal:
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Ending:
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Three (3) years
after the commencement date. If the commencement date is not on the
first day of a calendar month the Lease shall automatically be
extended to the last day of the month in which it would have
otherwise expired.
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Security Deposit: $ 4,599.00
Broker:
The Landlord and Tenant recognize
Lanard & Axilbund, LLC, t/a Colliers
Lanard & Axilbund, as the Broker who
brought about this Lease. The Landlord shall pay
the Broker's commission.
Liability Insurance:
Minimum amounts for each person
injured $1,000,000, single limit.
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Rent
for the Term is:
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Tenant shall
pay to Landlord throughout the term basic annual rent ("Basic
Rent", and together with all additional rent, the "Rent") in the
amount as follows:
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For the
1 st
full calendar year: $55,188.00 -
$4,599.00/mo. For the 2 nd full calendar year: $56,721.00 - $4,726.75/mo.
For the 3r d
full calendar year: $58,254.00 -
$4,854.50/mo. payable in advance on the first day of each month,
without notice or demand, in equal monthly installments as
follows on or prior to the first day of each month during the term.
The Tenant shall pay to Landlord all Rent without notice, demand,
setoff or deduction. The first month's Basic Rent and security
deposit shall be payable upon the execution of this
Lease.
Tenant shall be
permitted to renew this Lease for one (1) additional period of
three (3) years ("Renewal Term") provided Tenant is not then in
default and received written notice of such default during the
original Term hereof. The Basic Rent for each year of Renewal Tenn
will be calculated (annually) to 95% of the average current Fair
Market Value for similar office buildings located in the vicinity
of the Rental Space. Tenant shall exercise the Renewal Term by
delivering written notice to Landlord not less than one hundred
twenty (120) days prior to the expiration of the original Term, or
Renewal Term then in effect. Tenant's occupancy of the Rental Space
during the Additional Term shall be on the same terms and
conditions as the Lease.
The Base Year
shall be recalculated in the Renewal Term, if any, to mean the
calendar year 2010 ("Renewal Base Year") and Tenant shall pay
Landlord, as additional rent, for any increase in the Operating
Expenses following the Renewal Base Year.
This figure
includes base rent, the condominium fee and Real Estate Taxes. The
condominium fee is paid by the Landlord to the Lakeside Business
Park Condominium Association to cover the cost of common area
maintenance including items such has snow removal, landscaping and
exterior maintenance.
Tenant is
responsible for its own utilities, which are separately metered to
the Premises. Tenant is also responsible for its own janitorial
services to the Premises.
Tenant shall
pay, as additional rent, Tenant's proportionate share of all
increases in operating expenses over the base year. The term "base
year" shall mean the calendar year 2007.
The term
"Operating Expenses" shall mean certain costs and
expenses paid or incurred with respect to the ownership, repair,
replacement, restoration, maintenance and operation of the Property
limited to the following: (i) assessments and other charges
allocated to the Property under any declaration or similar document
applicable to the Lakeside Business Park Condominium Association
(the "Condo Fees"); (ii) property taxes (iii) services provided
directly by employees of Landlord or Agent in connection with the
maintenance of the Property; (iv) any capital improvements made by,
or on behalf of, Landlord to the Property
that (a) reduce
Operating Expenses and/or (b) are required to keep the Property in
compliance with all governmental laws, rules and regulations
applicable thereto, and which are enacted after the Commencement
and from time to time thereafter, the cost of which capital
improvements shall be amortized by Landlord over the useful life of
the improvement, in accordance with generally accepted accounting
principles. Landlord shall fully disclose the Operating Expenses to
Tenant each year and Tenant may audit the records of Landlord in
connection with the Operating Expenses.
Use of
Rental Space: General Office
Possession, Use and Permits
The Landlord shall give possession of the Rental
Space to the Tenant for the Term. The Tenant shall take possession
of and use the Rental Space for the purpose stated above. The
Tenant may not use the Rental Space for any other purpose without
the written consent of the Landlord.
The Tenant shall not allow the Rental Space to
be used for any unlawful or hazardous purpose. The Tenant is
satisfied that the Rental Space is zoned for the Use stated. The
Tenant shall obtain any necessary certificate of occupancy or other
certificate permitting the Tenant to use the Rental Space for that
Use. Landlord is obligated for the initial C/O following completion
of construction.
The Tenant shall not use the Rental Space in any
manner that results in (1) an increase in the rate of fire or
liability insurance or (2) cancellation of any fire or liability
insurance policy on the Rental Space. The Tenant shall comply with
all requirements of the insurance companies insuring the Rental
Space. The Tenant shall not abandon the Rental Space during the
Term of this Lease or permit it to become vacant for extended
periods.
Tenant shall, in the use and occupancy of the
Rental Space and the conduct of Tenant's business or profession
therein, at all times and at Tenant's expense comply with, and
conform the Rental Space to the following requirements (the
"Requirements"): all applicable laws, ordinances, orders, notices
and regulations of the federal, state and municipal governments, or
any of their departments and the regulations of the insurers of the
Rental Space and building (including Title III of the Americans
with Disabilities Act). Tenant shall indemnify, protect, defend and
save harmless Landlord with regard to any non-compliance or alleged
non-compliance by Tenant with any Requirements which are the
responsibility of the Tenant.
This paragraph applies if (a) the Landlord
cannot give possession of the Rental Space to the Tenant on the
beginning date and (b) the reason for the delay is not the
Landlord's fault. The Landlord shall not be held liable for the
delay. The Landlord shall then have 30 days in which to give
possession. If possession is given within that time, the Tenant
shall accept possession and pay the Rent for that date. The ending
date of the Tenn shall not change. If possession is not given
within that time this Lease may be canceled by either party on
notice to the other.
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2.
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Condition of Rental Space
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The Tenant has inspected the Rental Space and
agrees that the Rental Space is in satisfactory condition. The
Tenant agrees that the Rental Space shall be delivered to Tenant,
accepts the Rental Space, in their "as is" condition on the date
hereof, and agrees that Landlord shall have no obligation to
perform any improvements to the Rental Space. Tenant shall be
responsible at Tenant's sole cost and expense for all Alterations
(under Article 14) necessary to the Renal Space in order to allow
Tenant to lawfully use and occupy same. Notwithstanding the
foregoing, both parties agree that the proposed interior
renovations to the leased property have not been completed in
accordance with Exhibit "A". Landlord will complete the within
space renovation prior to the commencement of the lease. Tenant
shall have the right to inspect and approve such renovations prior
to the commencement of the lease and occupancy. In the event the
renovations are not completed or unacceptable, the parties will
agree to negotiate in good faith a mutual solution.
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3.
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No
Assignment or Subletting
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The Tenant may not do any of the following
without the Landlord's written consent: (a) assign this Lease, (b)
sublet all or any part of the Rental Space or (c) permit any other
person or business to use the Rental Space. Tenant shall not, by
operation of law, merger, or otherwise, assign, mortgage, pledge or
encumber in any manner by reason of any act or omission on the part
of Tenant, this Lease, or the term and estate hereby granted, or
sublet or license the whole or any part of the Rental Space or
permit the Rental Space or any part thereof to be used or occupied
by others. Notwithstanding anything to the contrary contained in
the Lease if Tenant is a corporation or partnership, and if at any
time during the term of this Lease (as same may be extended), the
person or persons who, on the date of this Lease, own or owns a
majority of such corporation's voting shares or such partnership's
partnership interest, as the case may be, cease or ceases to own a
majority of such shares, or such partnership interest as the case
may be (whether such sale occurs at one time or at intervals so
that, in the aggregate such a transfer shall have occurred), same
shall be deemed an assignment requiring Landlord's consent, which
shall not be unreasonably withheld, hereunder.
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4.
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Rent
and Additional Rent Tenant shall pay the Rent to the Landlord at the
Landlord's address set forth above.
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If the Tenant fails to comply with any agreement
in this Lease, the Landlord may do so on behalf of the Tenant. The
Landlord may charge the cost to comply, including reasonable
attorney's fees, to the Tenant as "additional rent". The additional
rent shall be due and payable as Rent with the next monthly Base
Rent payment.
All other payments in addition to the Rent due
from Tenant to Landlord hereunder shall be deemed "additional
rent". Non-payment of additional rent shall give the Landlord the
same rights against the Tenant as if the Tenant failed to pay the
Base Rent.
The Tenant has given to the Landlord the
Security stated above. The Security shall be held by the Landlord
during the Term of this Lease. The Landlord may deduct from the
Security any expenses incurred in connection with the Tenant's
violation of any agreement in this Lease. For example, if the
Tenant does not leave the Rental Space in good condition at the end
of the Term, the Security may be used to put it in good condition.
If the amount of damage exceeds the Security, the Tenant shall pay
the additional amount to the Landlord on demand.
If the Landlord uses the Security or any part of
it during the Term, the Tenant shall on demand pay the Landlord for
the amount used. The amount of the Security is to remain constant
throughout the Term. The Security is not to be used by the Tenant
for the payment of Rent. The Landlord shall repay to the Tenant any
balance remaining within a reasonable time after the end of the
Term. The Tenant shall not be entitled to interest on the
Security.
If the Landlord's interest in the Rental Space
is transferred, the Landlord shall turn over the Security to the
new Landlord. The Landlord shall notify the Tenant of the name and
address of the new Landlord. Notification must be given within 5
days after the transfer, by registered or certified mail. The
Landlord shall then no longer be responsible to the Tenant for the
repayment of the Security. The new Landlord shall be responsible to
the Tenant for the return of the Security in accordance with the
terms of this Lease.
The Tenant shall obtain, pay for, and keep in
effect during the Term commercial general liability insurance on
the Rental Space. The insurance company and the broker must be
acceptable to the Landlord and must name Landlord and any Lender
designated by Landlord as an additional insured. This coverage must
be in at least the minimum amounts stated above.
All policies shall state that the insurance
company cannot cancel or refuse to renew without at least 10 days
written notice to the Landlord.
The Tenant shall deliver the original policy to
the Landlord with proof of payment of the first year's premiums.
This shall be done not less than fifteen (15) days before the
Commencement Date. The Tenant shall deliver a renewal policy to the
Landlord with proof of payment not less than fifteen (15) days
before the expiration date of each policy.
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7.
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Fire,
Casualty and Other Insurance
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Should Tenant fail to obtain and maintain a
general commercial liability policy with respect to the occupied
Rental Space asset forth in paragraph 7, Landlord may obtain, at
Tenantrs expense, such general commercial liability insurance, as
may be required. Tenant will be liable for all costs relative to
this coverage and shall promptly reimburse the Landlord for all
associated costs.Landlord shall be solely responsible for all fire,
casualty and other insurance relative to the building and
surrounding common areas (walls out). Any such insurance obtained
by the Tenant shall name the Landlord as an additional
insured.
The Landlord shall not be liable for any damage
or injury to any persons or property caused by the leak or flow of
water from or into any part of the building located upon the Rental
Space.
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9.
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Liability of Landlord and
Tenant
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The Landlord shall not be liable for injury or
damage to any person or property unless it is due to the Landlord's
negligence. The Tenant is liable for any loss, injury or damage to
any person or property caused by the act or omission of the Tenant
or the Tenant's employees or agents. The Tenant shall defend the
Landlord from and reimburse the Landlord for all liability and
costs (including reasonable attorneys' fees) resulting from any
injury or damage due to the act or omission of the Tenant or the
Tenant's employees or agents.
The Landlord
shall pay the yearly Municipal Real Estate Taxes on the Rental
Space.