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LEASE AGREEMENT

Lease Agreement

LEASE AGREEMENT | Document Parties: MONOTYPE IMAGING HOLDINGS INC. You are currently viewing:
This Lease Agreement involves

MONOTYPE IMAGING HOLDINGS INC.

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Title: LEASE AGREEMENT
Governing Law: Colorado     Date: 1/26/2007

LEASE AGREEMENT, Parties: monotype imaging holdings inc.
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Exhibit 10.20

 

LEASE AGREEMENT

(ALL NET)

FOR PREMISES LOCATED AT

 

 

6610 Gunpark Drive, Suite 102

Boulder, Colorado 80301

 

BETWEEN

Monotype Imaging, Inc.

AS TENANT

 

AND

6610, LLC

A Colorado Limited Liability Company

AS LANDLORD

 


TABLE OF CONTENTS

 

 

 

 

 

 

 

 

 

1.

  

PREMISES LEASED; DESCRIPTION

  

1

 

 

 

2.

  

SQUARE FOOTAGE/PRO RATA SHARE

  

1

 

 

 

3.

  

PRESENT CONDITION OF PROPERTY

  

1

 

 

 

4.

  

TERM

  

1

 

  

4.1       Initial Term

  

1

 

  

4.2       Tenant Improvement

  

1

 

  

4.3       Option to Extend

  

1

 

 

 

5.

  

RENT

  

2

 

  

5.1       Base Rental

  

2

 

  

5.2       Rent Commencement Date

  

2

 

  

5.3       Escalation of Base Rental

  

2

 

  

5.4       Operating Costs

  

2

 

  

(a)     Inclusions

  

2

 

  

(b)     Exclusions

  

3

 

  

5.5       Payment of Operating Costs

  

3

 

  

5.6       Dispute Concerning Operating Costs

  

4

 

  

5.7       Payment of Rent and Additional Charges - General

  

4

 

  

5.8       Late Charges

  

4

 

  

5.9       Security Deposit

  

4

 

  

5.10     Proration of Rent for Partial Months

  

4

 

 

 

6.

  

TAXES - REAL PROPERTY - PAID BY TENANT – PROTEST (Intentionally Deleted)

  

5

 

 

 

7.

  

TAXES - TENANT'S PERSONAL PROPERTY - PAID- BY TENANT

  

5

 

 

 

8.

  

UTILITIES - RESPONSIBILITY

  

5

 

 

 

9.

  

HOLDING OVER

  

5

 

 

 

10.

  

MODIFICATION OR EXTENSIONS

  

5

 

 

 

11.

  

ALTERATION - CHANGES AND ADDITIONS - RESPONSIBILITY – NO HOLES IN ROOF - NO NEW EQUIPMENT ON ROOF

  

5

 

 

 

12.

  

MECHANIC'S LIENS

  

6

 

 

 

13.

  

UNIFORM SIGNS

  

6

 

 

 

14.

  

MAINTENANCE AND REPAIRS OF THE BUILDING: LANDLORD NOT LIABLE FOR DAMAGE TO CONTENTS

  

6

 

 

 

15.

  

CONDITION UPON SURRENDER - RETURN

  

7

 

 

 

16.

  

USE OF PREMISES: NO NUISANCE: COMPLIANCE WITH LAWS: RULES AND REGULATIONS

  

7

 

 

 

17.

  

LIABILITY FOR OVERLOAD

  

8

 


 

 

 

 

 

 

 

 

18.

  

NO USE OF PREMISES IN VIOLATION OF INSURANCE POLICIES

  

8

 

 

 

19.

  

INSURANCE

  

8

 

  

19.1       All Risk Insurance

  

8

 

  

19.2       General Liability Insurance

  

8

 

  

19.3       Tenant Improvements

  

8

 

  

19.4       Other Insurance

  

8

 

  

19.5       Waiver of Subrogation

  

8

 

  

19.6       Other Provisions Regarding Tenant's Insurance

  

8

 

  

19.7       Changes in Standard Policies

  

9

 

 

 

20.

  

REPLACEMENT OF BUILDING - CASUALTY DAMAGE

  

9

 

 

 

21.

  

ENVIRONMENTAL MATTERS

  

9

 

 

 

22.

  

ENTRY BY LANDLORD

  

10

 

 

 

23.

  

DEFAULT - REMEDIES OF LANDLORD

  

10

 

  

23.1       Default Defined

  

10

 

  

23.2       Landlord's Remedies in the Event of Default

  

10

 

  

23.3       Tenant to Surrender Peaceably

  

11

 

  

23.4       No Termination by Re-Entry

  

11

 

  

23.5       Injunction

  

11

 

  

23.6       Remedies Listed are Cumulative and Non-Exclusive

  

11

 

  

23.7       Interest on Sums Past Due

  

12

 

  

23.8       Attorneys' Fees

  

12

 

  

23.9       Time to Cure Certain Non-Monetary Default

  

12

 

  

23.10     Landlord Default

  

16

 

 

 

24.

  

LEGAL PROCEEDINGS AGAINST TENANT BY THIRD PARTIES: TENANT TO PAY LANDLORD'S FEES

  

12

 

 

 

25.

  

INDEMNIFICATION BY TENANT AND BY LANDLORD

  

12

 

 

 

26.

  

ASSIGNMENT OR SUBLETTING

  

13

 

 

 

27.

  

LANDLORD'S WARRANTY OF TITLE: QUIET ENJOYMENT

  

13

 

 

 

28.

  

ADDITIONAL DEVELOPMENT OF PROPERTY - RIGHTS OF LANDLORD

  

13

 

 

 

29.

  

GOVERNMENTAL ACQUISITION OF THE PREMISES

  

13

 

 

 

30.

  

SUBORDINATION OF THE LEASEHOLD TO MORTGAGES

  

14

 

 

 

31.

  

MEMORANDUM OF LEASE - RECORDING

  

14

 

 

 

32.

  

NO WAIVER OF BREACH ACCEPTANCE OF PARTIAL PAYMENT OF RENT

  

14

 

 

 

33.

  

CONTROLLING LAW

  

15

 

 

 

34.

  

INUREMENTS

  

15

 

 

 

35.

  

TIME

  

15

 


 

 

 

 

 

 

 

 

36.

  

NOTICE PROCEDURE

  

15

 

 

 

37.

  

PARAGRAPH HEADINGS

  

15

 

 

 

38.

  

LIMITATION UPON LANDLORD’S LIABILITY

  

15

 

 

 

39.

  

GUARANTEES.

  

15

 

 

 

40.

  

DELAYS

  

16

 

 

 

41.

  

BROKERS (Intentionally Deleted)

  

16

 

 

 

42.

  

AMENDMENTS

  

16

 

 

 

43.

  

ENTIRE AGREEMENT

  

16

 

 

 

44.

  

SEVERABILITY

  

16

 

 

EXHIBIT A, Premises

  

17, 18

 

 

EXHIBIT B, Tenant Improvements

  

19

 

 

EXHIBIT C, Space Acceptance Agreement

  

20

 

 

EXHIBIT D, Guaranty

  

21

 


LEASE

THIS LEASE, made and entered into this 6 th day of April, 2006, by and between 6610, LLC, hereinafter referred to as “Landlord” and Monotype Imaging, Inc. hereinafter referred to as “Tenant.”

WITNESSETH:

In consideration of the covenants, terms, conditions, agreements, and payments as hereinafter set forth, the parties hereto covenant and agree as follows:

1. PREMISES LEASED; DESCRIPTION . Landlord hereby leases unto Tenant the following described premises Suite 102 containing approximately 1913 rentable square feet in a building commonly known as 6610 Gunpark Drive , City of Boulder , County of Boulder , State of Colorado (the “Premises”) a more detailed description of the Premises, Building, and real Property being set forth in Exhibit A attached hereto; the leasing of which is made according to the terms of this Agreement; together with all appurtenances thereto, and all fixtures attached thereto, in present condition, and together with nonexclusive reasonable access on such roadways, sidewalks, and other common areas of which the Premises are a part.

2. SQUARE FOOTAGE/PRO RATA SHARE . The total Rentable Square Footage of the Premises is approximately 1913 square feet of floor space. The Building Rentable Square Footage is 6595 square feet. The Tenant’s pro rata share is its Rentable Square Footage divided by the Building Square Footage (“Tenant’s Pro Rata Share”). The Tenant’s Pro Rata Share shall be 29.00 %.

3. PRESENT CONDITION OF PROPERTY . The Tenant has examined, and accepts the building, improvements, and any fixtures on the Premises as of the Commencement Date, in present condition, subject to the construction of Tenant Improvements as detailed on the plans and specifications attached as Exhibit B, attached hereto and made a part hereof by reference. Notwithstanding any other provisions of this Lease, Landlord agrees to be responsible, at Landlord’s sole cost and expense (and not as part of Operating Costs), for all repairs, replacements and other matters pertaining to the Building and Tenant Improvements, covered by warranties of contractors and manufacturers.

 

4.

TERM .

4.1 Initial Term . The term of this lease shall commence at 12:01 a.m. on the 6 th day of April, 2006 (the “Commencement Date”), and unless terminated as herein provided for, shall end at 11:59 p.m. on the 31 st day of May , 2009. The Commencement Date as set forth in this Paragraph 4.1, as well as the term of this Lease, shall be subject to those adjustments of the Commencement Date, if any, set forth in Paragraph 4.2 which relate to the performance of construction on the Premises.

4.2 Tenant Improvement Construction . The Commencement Date of this lease shall not be delayed until the substantial completion of the tenant improvements described on Exhibit B attached hereto, and delivery of possession to Tenant shall be as of the Commencement Date. If for any reason Landlord does not substantially complete such construction prior to May 1, 2006 , such failure will not affect the validity of this lease, but in such case Tenant shall not be obligated to pay rent or NNN costs until such construction is substantially completed.

4.3 Option to Extend . Provided that Tenant is not then in default under this lease beyond any applicable notice and opportunity to cure, Tenant shall be given the option to renew this lease for one additional term(s) of 36 months. Such option shall be exercisable only by delivery of Tenant’s signed written notice of extension to Landlord not less than 90 days prior to the expiration of the then-existing lease term. In the event of such exercise, this lease shall be deemed to be extended for the additional period pursuant to all the terms and conditions set forth herein, except Base Rental as set forth in Paragraph 5.1 shall be adjusted as set forth in Article 5. In the event of exercise of said Option, any funds held by Landlord pursuant hereto shall continue to be so held subject to the terms and conditions relating to same.

 


5. RENT . Tenant shall pay to Landlord, at the address of Landlord as herein set forth, the following as rental for the Premises:

5.1 Base Rental . In lieu of the fact that substantial completion of Tenant Finish will be underway during the first month of the lease, Landlord agrees to waive any rent due through June 30, 2006. The base rental for the first year hereof shall be Twenty Two Thousand, Three Hundred Fifty Eight and 16/100 dollars ($22,358.16) payable in monthly installments of Two Thousand Thirty Two and 56/100 dollars ($2,032.56) in advance on the first day of each month during the first year, commencing on July 1, 2006, and thereafter as adjusted annually as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

 

  

Monthly

  

Annually

  

Per/SF

5.1.1

  

04/06/06-06/30/06

  

$

0.00

  

$

0.00

  

$

0.00

5.1.2

  

07/01/06-05/31/07

  

$

2,032.56

  

$

22,358.16

  

$

12.75

5.1.3

  

06/01/07-05/31/08

  

$

2,093.14

  

$

25,117.69

  

$

13.13

5.1.4

  

06/01/08-05/31/09

  

$

2,156.91

  

$

25,882.89

  

$

13.53

5.2 Rent Commencement Date . Payment of Base Rent shall commence on July 1, 2006, two months after the Commencement Date of the lease and possession by Tenant.

5.3 Option Years Base Rental . No later than thirty (30) days following Tenant’s notice to renew this Lease, Landlord shall notify Tenant of Landlord’s estimate of the new rate to be charged Tenant which shall be the then current Fair Market rent for comparable office space in Boulder County provided any increase in Base Rental shall not be more than three percent (3%) over the Base Rental for the previous year.

5.4 Operating Costs (NNN) . In addition to Base Rent, Tenant shall pay to Landlord, at the times and in the manner hereinafter provided, as Additional Rent, Tenant’s Pro Rata Share of reasonable Building and Property Operating Costs.

(a) Inclusions : The Operating Costs for which the Tenant is liable to the Landlord for Tenants Pro Rata Share shall include

(i) all reasonable expenses incurred by Landlord with respect to the maintenance and operation of the Building and Property upon which the Premises are a part, including, without limitation, maintenance and repair costs of all systems and improvements, utilities, sewer, security, janitorial, trash and snow removal, landscaping, pest control, reasonable and customary (in the Boulder County, Colorado area) management fees (which fees shall not exceed 5.0% of the actual rents), wages and fringe benefits payable to employees of Landlord whose duties are connected with the operation and maintenance of the Building, all services, supplies, repairs, or other expenses for maintaining, in addition to the Building and Property of which the leased Premises are a part, the common and parking areas, and the Premises to the extent such items and services are provided in general to office tenants of the Building, provided, however, that any capital expenditure shall be included in annual Operating Costs only to the extent of an increment of the total cost thereof representing the amortization of such total cost over the reasonably expected lifetime of the improvement. Construction defects and new building warranty work shall not be included in Operating Costs.

(ii) all real property taxes and installments of special assessments, and all other taxes, rates, charges, levies or assessments levied upon or assessed and assessments levied against the Building and Property, and if Landlord employs counsel in an effort to reduce or otherwise obtain relief from taxes or assessments which, if successful would have reduced the total Operating Costs, the fees of such counsel;

(iii) such insurance costs as are assessable to the Landlord pursuant to the terms of this Lease.

 


(b) Exclusions : The term Operating Costs shall not include any repair, restoration or other work occasioned by fire, wind, storm or other casualty, income and franchise taxes of Landlord, expenses incurred in leasing to or procuring of tenants, advertising expenses, expenses for the creation or renovation of space for new tenant, interest or principal payments on any mortgage or other indebtedness of Landlord, compensation paid to an employee of Landlord above the grade of Property Manager nor any depreciation allowance on any improvements on the Property, loan principal payments, leasing commissions, or advertising costs. Operating Costs shall also not include: Landlord’s costs of the initial construction of the Building, and the costs to correct defects in the original construction of the Building; costs of work or services for particular tenants that are separately reimbursable to Landlord by such tenants; costs for which Landlord is reimbursed under insurance policies or otherwise by third parties; costs paid directly by individual tenants to suppliers, including tenant electricity and telephone costs; legal and accounting expenses related to lease negotiations and enforcement of leases; damages, penalties, fines, or interest that Landlord is obligated to pay by reason of any tort liability of Landlord, Landlord’s violation of applicable law or failure by Landlord or any tenant (other than Tenant) to comply with its lease obligations or to timely pay any component of Expenses; the costs of environmental testing and of complying with applicable federal, state and local laws dealing with the handling, storage and disposal of hazardous materials or substances; costs required to remedy any noncompliance, as of the Commencement Date, of the Building with applicable law (including, without limitation, the Americans with Disabilities Act of 1990); salaries of executives or principals of Landlord; charitable and political contributions; financing and refinancing costs in respect of any mortgage placed upon the Property, including points and commissions in connection therewith; reserves; any bad debt loss, rent loss or reserves for bad debts or rent loss; any expenses which are not paid or incurred in respect of the Building or Land but rather in respect of other real property owned by Landlord or affiliates of Landlord, provided that with respect to any expenses attributable in part to the Building or Land and in part to other real property owned by Landlord (including, without limitation, salaries, fringe benefits and other compensation of Landlord's personnel who provide services to both the Building and other properties), Expenses shall include only such portion thereof as are apportioned by Landlord to the Building or Land on a fair and equitable basis; costs incurred with respect to a sale or transfer of all or any portion of the Building or any interest therein or in any person of whatever tier owning an interest therein; costs incurred in connection with the acquisition or sale of air rights, transferable development rights, easements or other real property interests; amounts paid to subsidiaries or other affiliates of Landlord for services to the Property to the extent only that the costs of such services exceed the costs if such services had been rendered by an unaffiliated party; any costs incurred in connection with the making of repairs which are the obligation of another tenant of the Building; the cost of tools and equipment initially purchased in connection with the opening and initial equipping of the Building; depreciation, amortization (except as otherwise expressly provided herein) and other non cash charges.

5.5 Payment of Operating Costs (NNN) . Tenant shall pay its Pro Rata Share of Operating Costs as Additional Rent in advance on the first day of each month during the term hereof. Operating Costs, currently estimated to be $6.00 per square foot, shall be paid monthly in the amount of Nine Hundred Fifty Six and 50/100 US Dollars ($ 956.50), as additional rent.

In lieu of the fact that substantial completion of Tenant Finish will be underway during the first month of the lease, Landlord agrees to waive any payment of Operating Costs due during the first month. Monthly payment of Operating Costs (NNN) shall commence on May 1, 2006.

Landlord shall deliver to Tenant, within 120 days following the end of each calendar year, a statement of the Operating Expenses for the calendar year just ended and a statement of the Additional Rent payable by Tenant during the ensuing year (the “Adjustment Notice”). Until receipt of the Adjustment Notice, Tenant shall continue to pay its monthly share of Operating Expenses in the same amount as was paid during the preceding calendar year. To the extent that the Adjustment Notice reflects the amount paid by Tenant as its share of Operating Expenses for the preceding calendar year to be less than Tenant’s Pro Rata Share of the actual operating expenses for that year, and to the extent the Adjustment Notice reflects the amount due from Tenant as its share of Operating Expenses for the new calendar year greater than the amount actually paid to the date of receipt of the Adjustment Notice for the new calendar year, Tenant shall pay such amounts to Landlord within thirty (30) days of receipt of the Adjustment Notice. Upon receipt of the Adjustment Notice, Tenant shall thereafter pay the amount of its monthly share of adjusted Operating Expenses as set forth in the Adjustment Notice. In the event the actual operating expenses during any calendar year are less than the estimated operating expenses paid by Tenant, Tenant shall be entitled to a refund, credit or other form of reimbursement from Landlord, payable within thirty (30) days following the date of the Adjustment Notice. All Base Rent and Additional Rent shall be paid monthly, in advance, on the first day of each month during the term hereof.

 


5.6 Dispute Concerning Operating Costs . In the event of any dispute as to the figures utilized in the Adjustment Notice or the calculation of Tenant’s Pro Rata Share of Operating Costs, Tenant shall have the right to inspect Landlord’s records relative to the costs at the office in which Landlord maintains its records during normal business hours at any time within ninety (90) days following the furnishing by Landlord to Tenant of the Adjustment Notice. Unless Tenant shall take written exception of any item contained within the Adjustment Notice within such thirty (30) day period, the Adjustment Notice shall be considered as final and accepted by Tenant. If Tenant makes such timely written exception, a certification as to the proper amount of Tenant’s Pro Rata Share of Operating Costs shall be made by a Certified Public Accountant designated by Landlord and Tenant which certification shall be final and conclusive. Tenant agrees to pay the cost of that certification unless it is determined that Landlord’s original determination of Tenant’s Pro Rata Share of Operating Costs was in error more than five percent (5%) over Tenant’s actual obligation, in which event Landlord shall pay the cost of that certification.

5.7 Payment of Rent and Additional Charges—General . All amounts payable by Tenant to Landlord under this Lease, shall be deemed to be Rent and shall be payable and recoverable as Rent in the manner herein provided, and Landlord shall have all rights against Tenant for default in any such payment as in the case of arrears of Rent. Rent shall be paid to Landlord, without deduction or set-off, in legal tender at the address of Landlord as set forth in this Lease, or to such other person or at such other address as Landlord may from time to time designate in writing. Rent shall not be deemed paid until actually received by Landlord. Tenant's obligation to pay Rent shall survive the expiration or earlier termination of this Lease.

5.8 Late Charges . In the event Tenant shall be more than ten (10) days late in the payment of any Base Rent or Additional Rent payments due hereunder, then Landlord may, at his option, require in addition to the rent due herein a late fee equal to the amount of five percent (5%) of the said rent for each such occurrence. With regard to all amounts billed by Landlord to Tenant hereunder, payment in full of the same is due from Tenant to Landlord not later than fifteen (15) days of the date of billing, unless Tenant is contesting the same in good faith, or in the event that Tenant shall be more than fifteen (15) days late in the payment of any other sums due hereunder, then Landlord may, at its sole option, require payment of an amount equal to an additional five percent (5%) of any such unpaid amounts for each such occurrence.

5.9 Security Deposit . Landlord acknowledges receipt of the sum of Two Thousand Thirty Two and 56/100 Dollars ($2,032.56) paid by Tenant upon the execution hereof, to be retained by Landlord as security for the performance of all of the terms and conditions of this lease Agreement to be performed by Tenant, including payment of all rental due under the terms hereof. Landlord shall not owe Tenant any interest on the deposit. At Landlord's election, deductions may be made by Landlord from the amount so retained for the reasonable cost of repairs to the Premises which should have been performed by Tenant, for any rental payment or other sum delinquent under the terms hereof, and for any sum used by Landlord in any manner to cure any default in the performance of Tenant under the terms of this lease, in all cases after the expiration of any applicable notice and cure period. In the event deductions are so made during the rental term, upon notice by Landlord, Tenant shall redeposit such amounts so expended so as to maintain the security deposit in the amount as herein provided for, within 10 days after receipt of such written demand from Landlord. Nothing herein contained shall limit the liability of Tenant as to any repairs or maintenance of the Premises; and nothing herein shall limit the obligation of Tenant promptly to pay all sums otherwise due under this lease and to comply with all the terms and conditions hereof. The security deposit, less any sums withheld by Landlord pursuant to the terms hereof, shall be repaid to Tenant within sixty days after the date of termination of the lease.

5.10 Proration of Rent for Partial Months . If the lease term begins on other than the first day of a month, base rent and additional rent from such date until the first day of the next succeeding calendar month shall be prorated on the basis of the actual number of days in such calendar month and shall be payable in advance. If the lease term terminates on other than the last day of the calendar month, rent from the first day of such calendar month until such termination date shall be prorated on the basis of the actual number of days in such month, and shall be payable in advance.

 


6. TAXES—REAL PROPERTY—PAID BY TENANT—PROTEST . (Intentionally Deleted).

7. TAXES—TENANT'S PERSONAL PROPERTY—PAID- BY TENANT . Tenant shall be responsible for and timely pay any and all personal property taxes assessed against any furniture, fixtures, equipment and items of a similar nature installed and/or located in or about the Premises by Tenant.

8. UTILITIES—RESPONSIBILITY . Tenant shall promptly pay all charges for heat, gas, electric service, telephone and any other utility service used or consumed on the Premises and which is separately metered to the Premises. As to those utilities which are not separately metered or assessed to the Premises, and those which are used in common with other tenants of the Building, Tenant shall pay to Landlord as Operating Costs under the terms hereof Tenant's Pro Rata Share of said costs, based upon the relative usage of such unmetered utilities by more that one tenant. As to any utility services which are separately metered or assessed to the Premises, the accounts therefore shall be placed in the name of Tenant and shall be paid directly by Tenant. In no event shall Landlord be liable for any interruption or failure in the supply of any utility to the Premises or the Building, whether the obtaining of and/or payment for such utility is the responsibility of Tenant or Landlord, unless such failure or interruption is a result of Landlord’s negligence.

NOTE* (Meters #101 and #102, utility services separately metered to Suite 102, shall be placed in the name of Tenant effective May 1, 2006. Meter #103, which reflects utility services shared by Suites 102 and 103, shall be paid by Landlord and charged back quarterly to the Tenants of Suites 102 and 103 on a pro-rata basis. Such utility billing not to exceed $0.12 per square foot per month, unless there is a documented increase in utility costs.)

9. HOLDING OVER . If, after expiration of the term of this lease, Tenant shall remain in possession of the Premises and continue to pay rent without a written agreement as to such possession, then Tenant shall be deemed a month-to-month Tenant and the rental rate during such holdover tenancy shall be equivalent to one and one half times the monthly rental paid for the last month of tenancy under this lease.

10. MODIFICATION OR EXTENSIONS . No holding over by Tenant shall operate to renew or extend this lease without the written consent of Landlord. No modification of this lease shall be binding unless endorsed hereon or otherwise written and signed by the respective parties.

11. ALTERATION—CHANGES AND ADDITIONS—RESPONSIBILITY—NO HOLES IN ROOF—NO NEW EQUIPMENT ON ROOF . Subject to Landlord’s determination that any alterations requested by Tenant do not negatively affect the integrity of the Premises, in Landlord’s reasonable discretion, Tenant may, during the term of this lease, at Tenant’s expense, erect inside partitions, add to existing electric power service, add telephone outlets or other communication services, add light fixtures, install additional heating and/or air conditioning or make such other changes or alterations as Tenant may desire, provided that prior to commencement of any such work, Tenant shall submit to Landlord a set of fully detailed working drawings and specifications for the proposed alteration, prepared by a licensed architect or engineer. Landlord may refuse to consent to the alterations because of the inadequacy of the drawings and specifications. Tenant may not commence the alterations until Landlord’s written consent has been given which consent shall not be unreasonably withheld. Any additions or alterations requested by Tenant of the telecommunication or data transmission equipment, facilities, lines or outlets on the Premises shall be performed only with Landlord’s consent, which consent shall not be unreasonably withheld. Such additions and alterations shall be at Tenant’s expense. If the drawings and specifications are adequate, to Landlord’s sole satisfaction, then Landlord will not unreasonably withhold its consent to the alterations, except that Landlord may withhold its consent to new or altered openings (holes) in the roof, or placement of additional equipment on the roof, as follows. Landlord may withhold its consent to new openings in the roof or placement of additional equipment on the roof unless Landlord, in its sole discretion, is satisfied that the risk of increased leakage or risk of more frequent repairs or maintenance of the roof is acceptable to Landlord. Any new or altered opening in the roof, or placement of additional equipment thereon, shall be considered an alteration which requires the prior written consent of Landlord. If within thirty (15) days after such plans and specifications are submitted by Tenant to Landlord for such approval, Landlord shall have not given Tenant notice of disapproval, stating the reason for such disapproval, such plans and specifications shall be considered approved by Landlord. As a condition of approval for such alterations, Landlord shall have the right to require Tenant to furnish adequate bond or other security acceptable to landlord for performance of and payment for the work to be performed. At the end of this lease, all such fixtures, equipment, additions and/or alterations (except trade fixtures installed by Tenant) shall be and remain the property of


Landlord, provided, however, Landlord shall have the option to require Tenant to remove any or all such fixtures, equipment, additions, and/or alterations except initial tenant improvements pursuant to Exhibit B and restore the Premises to the condition existing immediately prior to such change and/or installation, normal wear and tear excepted, all at Tenant’s cost and expense. All work done by Tenant shall conform to appropriate city, county and state building codes and health standards and OSHA standards and Tenant shall be responsible for obtaining and paying for building permits.

If any such work done by Tenant causes damage to the structural portion, exterior finish or roof of the Premises, then the costs of repair of such damage, and of all further maintenance and repairs to such structural portion, exterior finish or roof during the term of the lease shall thereafter be the responsibility of Tenant.

Neither Landlord’s right of entry, nor any actual inspection by Landlord, nor Landlord’s actual knowledge of any alteration accomplished or in progress shall constitute a waiver of Landlord’s rights concerning alterations by Tenant.

12. MECHANIC'S LIENS . Tenant shall pay all costs for construction done by it or caused to be done by it on the Premises as permitted by this lease. Tenant shall keep the building, other improvements and land of which the Premises are a part free and clear of all mechanics liens resulting from construction by or for Tenant. Tenant shall have the right to contest the correctness or validity of any such lien if, immediately on demand by Landlord, Tenant deposits with Landlord and/or any appropriate court or title insurance company a bond or sum of money sufficient to allow issuance of title insurance against the lien and/or to comply with the statutory requirements for discharge of the lien found in § 38-22-130 and § 131, Colorado Revised Statutes, or any successor statutory provision. Landlord shall have the right to require Tenant's contractor(s), subcontractors and materialmen to furnish to both Tenant and Landlord adequate lien waivers on work or materials paid for, in connection with all periodic or final payments, by endorsement on checks, making of joint checks, or otherwise, and Landlord shall have the right to review invoices prior to payment. Landlord reserves the right to post notices on the Premises that Landlord is not responsible for payment of work performed and that Landlord's interest is not subject to any lien.

13. UNIFORM SIGNS . It is Landlord's intent to maintain uniformity of signs throughout the area where signs may be controlled by Landlord. Tenant shall place no signs on the Premises (except inside Tenant's portion of the building on the Premises) without prior written consent of Landlord, which consent shall not be unreasonably withheld. Tenant shall be entitled to a Pro Rata Share of the exterior signage for the Building.

14. MAINTENANCE AND REPAIRS OF THE BUILDING: LANDLORD NOT LIABLE FOR DAMAGE TO CONTENTS . Landlord shall be responsible for maintenance and repairs of the structural portions, and the roof of the Building (other than glass in the Premises) at the sole cost and expense of Landlord, and shall, as part of Operating Costs, repair and maintain the HVAC, plumbing and electrical systems of the Building, the parking areas and landscaping around the Building and provide snow removal for the parking areas and sidewalks adjoining the Building; provided, however, that if any such maintenance or repairs are necessitated by the acts of Tenant or its employees, agents, contractors, subcontractors, licensees, invitees or guests, Tenant shall reimburse Landlord for the cost of same, as additional rent, to be paid within 30 days after delivery of invoice.

Tenant, at Tenant's sole cost and expense, shall maintain, in good order, condition and repair, the Premises, including the interior surfaces of the ceilings, interior walls and floors, all doors, interior glass and windows, door closure devices, door frames and locks, plumbing fixtures within the Premises, electrical wiring installed by Tenant, switches, fixtures and


 
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