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LEASE AGREEMENT

Lease Agreement

LEASE AGREEMENT | Document Parties: SUPER VISION INTERNATIONAL INC You are currently viewing:
This Lease Agreement involves

SUPER VISION INTERNATIONAL INC

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Title: LEASE AGREEMENT
Governing Law: Florida     Date: 12/5/2006
Industry: Misc. Fabricated Products     Sector: Basic Materials

LEASE AGREEMENT, Parties: super vision international inc
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Exhibit 10.1

LEASE AGREEMENT

THIS AGREEMENT is made and entered into effective as of the 30th day of November 2006 by and between EastGroup Properties, L.P. (“Lessor”) and Super Vision International, Inc. (“Lessee”).

WITNESSETH:

1. Premises . Lessor, in consideration of the payments to it by Lessee of the rents herein contained, which Lessee agrees to promptly pay, and in consideration of the performance by Lessee of the covenants hereinafter provided, which Lessee agrees to fully and promptly perform, does hereby lease to Lessee approximately 33,645 square feet of space, hereinafter referred to as the “Leased Premises,” as shown on the plan attached hereto as “Exhibit A” and incorporated herein by reference, located within Building VI (the “Building”) of Southridge Commerce Park (the “Center”). The address of the Leased Premises is 9400 Southridge Park Court, Suite 200, Orlando, FL 32819 . For purposes of calculating sums owed under this Lease, it is agreed that the Leased Premises constitutes 41.67 % of the total leasable area within þ the Building, or ¨ the Center in which it is located. Said percentage is hereinafter referred to as the Lessee’s pro rata share.

2. Term . The term of this Lease shall be for a period of approximately Sixty (60)  months beginning April 1, 2007 (the “Commencement Date”), provided Lessee executes the Lease on or before November 30, 2006, and ending on March 31, 2012 . For every day after said date that Lessee delays execution of this Lease, the Commencement Date could be delayed by one (1) day. This period (including any renewals subsequently enacted pursuant to the terms of this Lease and any extensions) shall be referred to as the “Lease Term”. Lessee and Lessee’s subcontractors shall have the privilege of entering into the Premises two weeks prior to the Commencement Date for purposes of cable, telephone, trade fixtures, equipment and furniture installation; provided that such entry or work does not interfere with the construction of the Tenant Improvements by Contractor. The actual Commencement Date is subject to the terms of the first paragraph of “Exhibit D” attached hereto.

3. Rental . During the first year of the Lease Term as Total Rental for the use and occupancy of the Leased Premises, Lessee shall pay to Lessor in lawful money of The United States of America the sums indicated below (“Base Rent Schedule”) plus Florida State sales tax, in advance each and every month during said Lease Term. As used herein, the term “Total Rental” includes the estimated annual Operating Expense Factor described in Paragraph 6, “Operating Expenses” of this Lease, annual Base Rental and all other sums anticipated to come due under this Lease, if any.

BASE RENT SCHEDULE

 

 

 

 

 

 

 

Months

  

PSF

  

Monthly

1-12

  

6.95

  

$

19,486.06

13-24

  

7.19

  

$

20,168.07

25-36

  

7.45

  

$

20,873.96

37-48

  

7.71

  

$

21,604.55

49-60

  

7.98

  

$

22,360.70


*

Plus Florida State Sales Tax (currently 6.5%) or Operating Expenses

With respect to rentals, the parties also agree as follows:

 

 

(a)

Upon execution of this Lease Agreement, Lessee will deposit with Lessor the sum of $24,252.44 plus Florida State sales tax for a total of $25,828.85 , which will be credited to Lessee for payment of the first month’s Total Rental.

 

 

(b)

The Base Rental shall be increased annually by three and one half percent (3.5%) per the Rent Schedule, above.

 

 

(c)

If this Lease commences on a day other than the first day of the month, the first monthly installment of rent shall be adjusted and prorated so that Lessee shall only pay rent for the actual number of days in the first month of said term, but for all other months Lessee shall pay the full monthly installment on the first day of each and every month.


 

(d)

Rent shall be mailed or delivered by Lessee to Lessor at: P.O. Box 676488, Dallas, TX, 75267 , or at such place as Lessor may designate in writing and rent shall be payable promptly on the first day of each and every month without prior demand therefor by Lessor.

 

 

(e)

Lessee hereby agrees with Lessor that in the event that rentals and other sums due hereunder are received after the tenth (10 th ) day of the month in which they are due, Lessee shall pay to Lessor, at Lessor’s option, a late charge equal to five percent (5%) of the total sum due, plus applicable sales tax.

4. Additional Rent . In addition to Total Rental set forth herein, all other payments (if any) to be made by Lessee to Lessor shall be deemed to be and shall become additional rent hereunder, whether or not the same be designated as such; and shall be due and payable within thirty (30) days following demand by Lessor or together with the next succeeding installment of rent, whichever shall first occur, together with sales tax thereon. Lessor shall have the same remedies for failure to pay the same as for a non-payment of rents.

5. Security Deposit . Lessee will deposit with Lessor as security for the payment of rent and the performance of all other covenants to be performed by Lessee, for a total sum of $28,575.96 . Said security deposit shall be non-interest bearing. If Lessee defaults in the payment of any monthly rental installment or fails to perform any other covenant within ten (10) days after receipt of written demand therefore, Lessor, at its option, may apply sufficient sums from the security deposit towards payment thereof. If Lessor elects to so apply the security deposit, or any part thereof, Lessee shall be obliged to immediately replenish the security deposit for the amount so applied by Lessor. The total security deposit shall be held by Lessor until expiration of the initial Lease Term or until expiration of any renewal term if any renewal option which exists is exercised, and the unused portion of the security deposit not having been used to repair and/or restore any damage (in excess of reasonable wear and tear) resulting from Lessee’s actions or neglect to the Leased Premises shall be refunded by Lessor to Lessee on the last day of the Lease Term. The security deposit shall not be applied to rent except upon approval of Lessor.

6. Operating Expenses . As noted above, the term “Total Rental” includes an annual “Operating Expense Estimate” equal to $1.70 per square foot of the Leased Premises, for the calendar year in which the lease commences, to cover Lessee’s pro rata share (see Paragraph 1) of the estimated Operating Expenses

With respect to Operating Expenses, the parties agree to the following:

(a) The term “Operating Expenses” used in this Lease Agreement represents the total annualized cost of operating the Building including, but is not limited to, Owners Association Costs and Assessments Common Maintenance and Service Costs, Real Estate Taxes and Assessments, Insurance Premiums, accounting, management fees and other reasonable costs associated with the management and operation of the Building. Said term shall not include depreciation on any improvement, any major capital expenses or improvements (particularly major re-roofing or pavement resurfacing work), moving or relocation costs, legal or collection costs and real estate commissions. In addition, Operating Expenses shall not include the Operating Expenses Exclusions set forth on “Exhibit F” attached hereto.

(b) The term “Common Maintenance and Service Costs” shall include routine cleaning and maintenance of the exterior of the Leased Premises to include periodic window cleaning; the cleaning, maintenance and sweeping of the parking lot and sidewalks; the care and maintenance of the landscaping and landscaped areas to include the retention pond areas and irrigation systems; common area exterior lighting and other power charges, if any; domestic and irrigation water, and sanitary sewer charges and assessments; routine rubbish collection, if any; painting; and any other costs customarily considered as common repair, maintenance and service costs.

(c) The term “Real Estate Taxes and Assessments” shall include ad valorem real and personal property taxes and assessments or any new and different taxes, and assessments levied or charged against the entire Building (and/or the Center as a completed project). All sales tax on rents and personal property taxes charged or levied against Lessee’s furniture, fixtures and equipment in the Leased Premises shall be paid by Lessee. Notwithstanding any other provision herein, (i) in the case of a general or special assessment levied against the Leased Premises and/or Center, regardless of whether Lessor elects to pay the assessment in installments, Lessee’s proportionate share of such assessment shall be computed as if Lessor had elected to pay the same in installments over the longest period allowed by applicable law and only those installments (or partial installments) attributable to installment periods (or partial periods) falling within the Lease Term shall be included; and (ii) no special assessments attributable to the initial


development or construction of the Leased Premises or Center shall be included as additional rent or otherwise passed on to Lessee. Without limitation, Lessor shall be obligated to refund to Lessee Lessee’s prorata share of the amount of any refund, rebate or the like of taxes and/or assessments that were paid by Lessee (directly or as additional rent) regardless of whether such refund, rebate or the like is received by Lessor after the expiration of the term of this Lease.

(d) The term “Insurance Premiums” shall include the cost of insuring against loss by fire or casualty with extended coverage, including insurance of rents, in an amount(s) reasonably determined by the Lessor. In the event the cost of premiums on said fire and extended insurance increases due solely to the hazardous nature, if applicable, of the use and occupancy by Lessee of the Leased Premises, then the entire increase in insurance cost shall be paid by Lessee in a lump sum within thirty (30) days following receipt of invoice from the Lessor.

On the first day of each calendar year beginning January 1, 2008 falling after the Commencement Date throughout the Lease Term, the Operating Expense Estimate portion of the Total Rental set forth in Paragraph 3 (and, as a result, the Total Rental) shall be adjusted to reflect Lessee’s pro rata share of actual or estimated decreases or increases in Operating Expenses. At least thirty (30) days prior to the date of adjustment, Lessor shall provide the cost data upon which the determination of costs, and any decreases or increases, are based in a format it shall determine to be consistent with reasonable and customary business practice. In the event that actual Operating Expenses for a preceding period are less than the sum paid by the Lessee under this provision, Lessor shall refund or credit such excess to the account of the Lessee. If the sum collected is less than the actual Operating Expenses, Lessee shall reimburse Lessor for such variation within thirty (30) days after receipt of invoice therefore accompanied by supporting data. The obligation to pay Lessee’s pro rata share of Operating Expenses incurred during the Lease Term shall survive the expiration or termination of this Lease.

Lessor shall maintain accurate records of operating costs. Lessee shall have the right to inspect and audit all records of Lessor with respect to additional rent or Operating Expenses. If Lessee’s representatives request print-outs or copies of any such records, Lessor shall deliver the print-outs or copies and Lessee shall reimburse Lessor for the reasonable costs of the print-outs and copies. If the amount of additional rent or Operating Expenses indicated on any statement is overstated by more than three percent (3%), Lessor shall reimburse Lessee for the reasonable cost of the audit and inspection. Lessor shall reimburse Lessee for any amount paid by Lessee which should not have been paid.

Lessee acknowledges that if the Building is part of a Center, the Center may include not only the Building but other buildings either already existing or to be constructed in the future. Lessee understands and agrees that, for the purposes of administering the provisions of this Paragraph 6, so long as the Building is owned and/or managed in conjunction with other buildings, Operating Expenses and other costs reimbursable by the Lessee may be paid, recorded and reported on a consolidated overall project basis.

Upon computation of the Operating Expenses and the corresponding adjustment of the estimated monthly payments due from Lessee for the current lease year and the communication of that adjustment by Lessor to Lessee, then Lessee shall pay, with the monthly installment of Base Rent next due following communication of such adjustment, the difference, if any, between the monthly estimated Operating Expenses for the preceding year and the monthly estimated Operating Expenses for the current year, multiplied by the number of months, if any, elapsed during the then current year prior to such communication (i.e. the number of months elapsed since the last anniversary of the Commencement Date). In no event shall Lessor’s delay in the computation of such adjustment or the communication thereof to Lessee relieve Lessee of Lessee’s obligation to pay monthly estimated Operating Expenses each month during the Lease Term.

7. Construction . Lessee will be accepting the Leased Premises as follows:

¨ “As Is”

¨ With the following improvements to be made by Landlord:

þ With improvements to be constructed in accordance with the attached Exhibits B, C and D .

If none of the boxes in this paragraph are marked at the time of the execution of this Lease, the Lessee shall be deemed to be accepting the Leased Premises on an “as is” basis, with no representation or warranties from the Lessor of any kind except as expressly provided in this Lease.


8. Utilities . Lessee shall pay for electric power consumed at the Leased Premises, which shall be separately metered. Lessor shall furnish water and sewer services to the Leased Premises and Lessee shall reimburse Lessor for Lessee’s pro rata share of these charges as part of “Operating Expense” pursuant to Paragraph 6. Lessor reserves the right to install, at Lessor’s discretion, separate meters (or sub meters) for any public utility, and may further require the Lessee to place service in Lessee’s name, whereupon Lessee shall pay any necessary deposits to the applicable utility company, and thereafter pay for such utilities directly, in which case Operating Expenses shall exclude such public utility costs. Lessee shall also have the right to install separate meters (or sub meters) for any public utility, in which case Lessee shall place service in Lessee’s name, pay any necessary deposits to the applicable utility company, and pay for such utilities directly and, in such event, Operating Expenses shall exclude such public utility costs. Lessee shall arrange and pay for trash collection services at the Leased Premises.

9. Insurance . Lessor shall arrange to insure the Building of which the Leased Premises form a part against loss by fire or casualty with all risk coverage in an amount reasonably determined by the Lessor. The types of insurance coverage and levels of insurance coverage obtained by the Lessor shall be customary types and levels of insurance for comparable properties in the Orlando, Florida metropolitan area. Said policy shall include a standard waiver of subrogation clause against Lessee. Lessor shall provide Lessee with a Certificate of Insurance prior to the Commencement Date and shall exhibit receipts showing payment of premiums on request from Lessee.

Lessee shall at all times and at its cost maintain comprehensive public liability insurance on the Leased Premises with limits of at least $2,000,000 for personal injury, and death, and property damage. Said public liability policies shall name Lessor as an additional insured as its interest may appear. Lessee shall provide Lessor with a copy thereof prior to the Commencement Date and shall exhibit receipts showing payment of premiums on request from Lessor. Such policy shall further provide that the insurer shall not cancel, alter or allow expiration or other termination thereof without at least thirty (30) days’ prior written notice from such insurer to Lessor.

Lessee shall at all times and at its expense maintain insurance against loss by fire and other perils with extended coverage on its furniture, fixtures, inventory, equipment, supplies and personal property, and said policy shall include a standard waiver of subrogation clause against Lessor. In addition to the public liability coverage required above, Lessee shall also carry Fire Legal Liability coverage in the amount of (i) $1,000,000.00 if the Leased Premises comprise the entire Building, or (ii) $200,000.00 if the Leased Premises comprise only a portion of the Building.

10. Use of Premises, Parking and Loading . Lessee shall use and occupy the Leased Premises only for use as office/ distribution and light manufacturing consistent with those commonly found in the I-4 Zoning and for no other purpose without Lessor’s prior written consent. Lessor hereby grants to Lessee, its employees, guests and invitees the right to use the off-street auto parking lot and truck loading areas on the site upon which the Building is situated. The auto parking lot shall be used by the Lessee, its employees, guests and invitees, in common with other lessees of said Building, their employees, guests and invitees, and in common with the Lessor and its employees, guests and invitees. If the Lessor designates a portion of the parking lot for employee parking, employees of the Lessee shall use that portion of the lot thereby leaving the remaining parking spaces in the lot open for guest in and out traffic. At all times in the absence of designated parking, Lessee, its employees and guests, shall use those parking areas closest to Lessee’s premises to the extent possible. The exterior truck loading and trailer parking areas immediate to the Leased Premises are reserved for the exclusive use of the Lessee. Lessee shall not use, block or otherwise interfere with the loading areas of other occupants in the Building or Center. Lessee shall have twenty-four (24) hour access to the Premises, seven (7) days per week. Notwithstanding the foregoing, (i) Lessee shall at all times be entitled to the use of not less than two (2) free and unassigned parking spaces in said parking lot for each 1,000 square feet of the Leased Premises; and (ii) the four (4) parking places closest to the main entrance of the Demised Premises shall be reserved for Lessee’s customers (and Lessee shall have the right to install signage to that effect on the curb).

No vehicle abandoned or disabled or in a state of non-operation or disrepair shall be left upon the property of the Lessor, and Lessee shall enforce this restriction against Lessee’s employees, agents, visitors, licensees, invitees, contractors and customers. Should Lessor determine that a violation of this restriction has occurred, Lessor shall have the right to cause the offending vehicle, equipment, trailer or machinery to be removed from Lessor’s property, and all costs of such removal shall be the obligation of the Lessee responsible for such vehicle under the terms of the lease and shall be reimbursed to the Lessor by Lessee within ten (10) days of written notice to Lessee.

Lessee shall conduct its business and control its employees, agents, contractors, invitees and visitors in such manner as not to create any nuisance, or interfere with any other tenant or Lessor or the operation of the Building. Lessor shall not permit any other tenant of the Building or the Center to create any nuisance or to interfere with Lessee.


11. Interruption of Utility Service . Lessor does not warrant that any utilities or public services will be free from interruption. In the event of temporary interruption of such services, the same shall not be deemed an eviction or disturbance of Lessee’s use and possession of the Leased Premises nor render Lessor liable to Lessee for damage by abatement of rent or otherwise. Nor shall the same relieve Lessee from performance of Lessee’s obligations under this Lease; provided, however, that if the interruption materially adversely affects Lessee’s ability to use the Leased Premises for their intended purposes for more than seven (7) days, then Total Rental shall abate until such services are restored.

12. Waiver of Claim; Indemnification .

 

(a)

Lessee waives and releases all claims against Lessor, its agents, employees, and servants, in respect of, and they shall not be liable for, except to the extent caused by the negligence or willful actions or omissions of Lessor, its agents, employees and servants, injury to person or damage to property sustained by Lessee or by any occupant of the Leased Premises, the Building, or the Center, or any other person occurring in or about the Building/Center, or the Leased Premises resulting directly, or indirectly, from any existing or future condition, defect, matter or thing in the Leased Premises, or the Building or any part of it, or from equipment or appurtenance therein, or from accident, or from any occurrence, act, negligence or omission of any lessee or occupant of the Building, or of any other person. This paragraph shall apply also to damage caused as aforesaid or by flooding, sprinkling devices, air conditioning apparatus, water, frost, steam, excessive heat or cold, falling objects, broken glass, sewage, gas, odors or noise, or the bursting or leaking of pipes or plumbing fixtures and shall apply equally whether any such damage results from the act or circumstance, whether of a like or wholly different nature, except to the extent caused by the negligence or willful actions or omissions of Lessor, its agents, employees and servants. If any such damage to the Leased Premises or to the Building or any equipment or appurtenance therein, or to Lessee thereof, results from any act or omission or negligence of Lessee, its agents, employees or invitees, Lessor, at Lessor’s option, may repair such damage and Lessee shall, within ten (10) days following demand by Lessor, reimburse Lessor forthwith for all cost of such repairs and damages both to the Building and to the lessees or occupants thereof, in excess of the amount, if any, paid to Lessor under insurance covering such damages. All property in the Building or in the Leased Premises belonging to Lessee, its agents, employees or invitees, or to any occupant of the Leased Premises, shall be there at the risk of Lessee or other person only, and Lessor shall not be liable for damage thereto or theft, misappropriation, or loss thereof except to the extent caused by the negligence or willful actions or omissions of Lessor, its agents, employees and servants. Lessee agrees to hold Lessor harmless and to indemnify it against claims and liability for injuries to all persons and for the damages solely due to any negligent act or omission of Lessee, its agents, employees, guests, customers, clients and invitees. Lessee shall pay all loss or damage occasioned by or growing out of the use and occupancy of the Leased Premises by Lessee, its agents, employees, guests, customers and invitees, and Lessee will indemnify, protect, and save Lessor harmless from and against any loss or liability thereof except to the extent caused by the negligence or willful actions or omissions of Lessor, its agents, employees and servants or therefore and from and against any expense, cost and attorney’s fees incurred in connection with any claim for such loss or damage, including costs and attorney’s fees on appeal. Lessor shall be liable for any loss, injury or damage to any person or property on or about the Leased Premises or other portions of the building caused by the negligence or willful acts or omissions of Lessor, its officers, agents, employees, servants, and Lessor hereby agrees to indemnify Lessee, Lessee’s agents and employees and hold them harmless from any loss, expense, claims or actions arising out of such damage or injury including, without limitations, costs and attorney fees.

 

(b)

In the event of any conflict or inconsistency between this Section 12(b) and any other terms or provisions of this Lease, the provisions of this Section 12(b) shall govern and control. Notwithstanding anything apparently to the contrary in this Lease, Lessor and Lessee hereby release one another and their respective partners, officers and employees from any and all liability (to the other or anyone claiming through or under them by way of subrogation or otherwise) for any loss or damage covered by property insurance or coverable by a customary form of policy of (i) the insurance referred to in Section 6(d), (ii) the Building insurance referred to in the first paragraph of Section 9, or (iii) the property insurance of Lessee referred to in the third paragraph of Section 9, as applicable, even if such loss or damage shall have been caused by the fault or negligence of the other party, or anyone for whom such party may be responsible.

13. Care of Premises . Lessee shall, throughout the Lease Term, take good care of the Leased Premises and all fixtures, appurtenances, doors and windows, locks, walls, ceilings, flooring and mechanical equipment located therein, including freezers and coolers, excepting that which may be covered by applicable warranty, and, at its sole cost and expense, make all non-structural repairs thereto and perform maintenance thereon as and when needed to preserve them in good working order and condition, reasonable wear and tear from use and damage from the elements, fire or other casualty excepted. Notwithstanding the foregoing, all damage or injury to the Leased Premises or to any other part of the Building, or to its


fixtures, equipment and appurtenances, whether requiring structural or non-structural repairs, caused by or resulting from carelessness, omission, neglect or conduct of Lessee, its servants, employees, invitees or licensees, shall be repaired by the Lessee at its sole expense to the satisfaction of Lessor reasonably exercised. Lessee shall replace or repair, as needed, all lamps, bulbs, ballasts and other lighting fixtures and apparatus. Lessee shall also repair all damage to the Building and the Leased Premises caused by the moving of Lessee’s fixtures, furniture or equipment. All the aforesaid repairs shall be of quality or class equal to the original work or construction. If Lessee fails after ten (10) days’ notice to proceed with due diligence to make repairs required to be made by it, the same may be made by Lessor at the expense of Lessee. Lessee shall give Lessor prompt notice of any defective condition in the Leased Premises of which Lessee has knowledge, which Lessor is required to repair or replace. Lessor shall remedy the condition with due diligence but at the expense of Lessee if repairs are necessitated by damage or injury attributable to Lessee, Lessee’s servants, agents, employees, invitees, or licensees as aforesaid. All repair work and/or modifications made to the Leased Premises must be made by licensed and bonded contractor(s) approved by Lessor. Notwithstanding the foregoing, Lessor warrants all interior work in the Leased Premises for one (1) year after the Commencement Date.

Lessee shall be responsible for the cost of all maintenance and repairs (except as may be covered under applicable warranty) to the heating, ventilating and air conditioning system(s) serving the office area of the Leased Premises . Lessee shall, within thirty- (30) days of occupancy, contract with a licensed HVAC maintenance company to maintain the system in proper working order. The Lessee agrees to supply a copy of the maintenance agreement to the Lessor and shall at all times during the term of the Lease keep in full force a HVAC maintenance agreement. If Lessee fails to enter into a maintenance agreement as herein provided, Lessor, at Lessor’s option, may elect to enter into a reasonable service contract for the periodic professional inspection and maintenance of all the heating, ventilating and air conditioning equipment serving the Building and Lessee shall pay its allocated share of the cost of the service contract. Notwithstanding the foregoing, Lessor shall obtain for the benefit of Lessee a complete one (1) year warranty for the entire HVAC system and a five (5) year warranty on the HVAC compressor.

Lessor agrees that during the Lease Term it will keep the exterior and structural parts of the Building in good condition and repair, and that it will make such repairs promptly as they become necessary. Exterior repairs shall be deemed to include exterior walls, foundations, pavement, roof, gutters, downspouts, and plumbing, which is a part of the structure or foundation. Lessor shall make such interior replacements as are necessitated by building equipment failure and repairs and replacements necessitated by fire or perils covered by extended coverage clauses (whether or not caused by the active or passive negligence of the Lessee) for which damage or loss insurance is carried by the Lessor and for which insurance proceeds are recovered, including interior reconstruction and/or redecorating necessitated by such fire or other perils.

Lessor represents that, to the best of its knowledge, there is neither currently nor has there been any release or discharge of any hazardous substances in or around the Leased Premises or the Building/Center. In addition, Lessor acknowledges and agrees that Lessee has no liability or responsibility under this Section 13 for any matters occurring prior to Lessee’s occupancy of the Leased Premises. Lessee will keep the interior of the Leased Premises clean and will not improperly or unlawfully release, store, handle, or dispose of any refuse, trash or hazardous materials or contaminants in the Leased Premises or in or around the Building of which the Leased Premises form a part (hereinafter, any such improper or unlawful release shall be a “Release”). Lessee shall immediately notify Lessor and appropriate governmental agencies and authorities having jurisdiction if a Release of such materials occurs, and shall take complete corrective action to clean and remove the material and restore the Leased Premises in compliance with procedures established by such authorities, and shall provide appropriate evidence of compliance. Lessee agrees to hold Lessor harmless of and from any losses, costs, damages, expenses or liabilities, public or private, arising directly or indirectly as a result of such Release or contamination caused by Lessee and such indemnification shall survive the expiration or termination of the Lease. Such indemnified liabilities shall include the costs of environmental consultants and engineers, cleanup and reporting expenses, and attorney’s fees and costs.

14. Compliance with Laws and Regulations . Lessee shall comply with all Federal, State, County and City laws, ordinances, rules and regulations affecting or respecting the use or occupancy of the Leased Premises by the Lessee or the business at any time thereon transacted by the Lessee, and Lessee shall comply with all reasonable rules which may be hereafter adopted by Lessor for the protection, welfare and orderly management of the Building and its lessees or occupants, provided that such rules are not inconsistent with the terms of this Lease, are not discriminatory against Lessee, and are uniformly applied and enforced. Lessor shall also comply with all Federal, State, County and City laws, ordinances, rules and regulations affecting or respecting the Lessee’s use and occupancy of the Premises.

15. Holding Over . Upon expiration or termination of this Lease, Lessee’s continued possession of the Leased Premises shall be deemed a month-to-month tenancy on the terms stated herein but otherwise terminable by Lessor or Lessee upon thirty (30) days’


written notice. In the event such possession continues after a date specified in a written notice from Lessor of its desire to retake possession of the Leased Premises, the Base Rental shall be 150% of the Base Rental which was in effect as of the expiration or termination of the Lease Term.

16. Signs . Lessee shall not install or locate signs in the windows and doors of the Leased Premises or any other part of the Building or grounds without first securing Lessor’s written consent. Any signs installed by Lessee with Lessor’s permission shall be maintained in good repair and shall be removed and any building or grounds damaged therefrom restored by Lessee at the expiration or earlier termination of this Lease at Lessee’s expense. Lessee’s name and logo shall be permitted on an exterior wall sign, the specific design and location of which are subject to Lessor’s reasonable discretion. The signs will be installed at Lessee’s cost, and will be subject to Lessor’s Signage Criteria and Orange County sign codes.

17. Warranty of Quiet Enjoyment; Imposition of “Reasonableness” Standard . Lessee, upon paying the rents and keeping and performing the covenants of this Lease to be performed by Lessee, shall peacefully and quietly hold, occupy, and enjoy the Leased Premises during the Lease Term without any hindrance or molestation by Lessor or any persons lawfully claiming under Lessor. Wherever the consent or approval of either party is required herein, it is understood and agreed that such consent or approval may not, unless expressly stated otherwise in this Lease, be unreasonably withheld or delayed.

18. Waste; Disturbance . Lessee shall not commit nor suffer any waste upon the Leased Premises, nor cause nor allow any nuisance or other act or thing which does or may disturb the quiet enjoyment of any other Lessee in the Building /Center containing the Leased Premises or any other building in the Center, including without limitation the parking, loading and landscaped areas. Lessee shall not make any unreasonable noise or odor to be made upon the Leased Premises, whether as a part of Lessee’s normal operations or otherwise, which will or might disturb other parties.

19. Assignment and Subletting . Lessee shall not assign this Lease nor sublet all or any part of the Leased Premises, except to an affiliate entity of common ownership and business, without first securing Lessor’s written consent, which consent shall not be unreasonably withheld. In the event of an assignment or subletting, the assignee and/or sublessee shall first assume in writing all of the obligations of Lessee under this Lease (provided, however, that with respect to a sublease of less than all of the Leased Premises,


 
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