This Lease,
made this 24 day of December, 2002, by and between
Harley-Davidson of Stuart, Inc., a Florida corporation, hereinafter
known as “Landlord”, whose address is 4420 Southwest
Laurel Oak terrace, Palm City, FL 34990, and Liberator Medical
Supply, Inc., a Florida corporation, hereinafter referred to as
“Tenant”, whose address is 4330 SE Federal (Illegible)
Stuart, (Illegible) 34997.
For and in
consideration of the mutual covenant hereinafter contained, and
other good and valuable consideration, receipt of which is hereby
acknowledged, Landlord does hereby rent, let, lease, and demise
unto Tenant, and Tenant does hereby hire and take as Tenant under
said Landlord, all of that certain real estate and improvements
located thereon, lying and being in Martin County, Florida,
hereinafter more fully described and hereinafter referred to as the
“Premises”.
§ 1.01.
The rental term of this lease is three (3) years beginning on
February 1, 2003 and ending on January 31, 2006, however,
Tenant shall have occupancy of the Premises upon the terms and
conditions set forth herein, excepting the payment of rent,
beginning on December 26, 2002 (the “date of
occupancy”).
§ 1.02.
Provided that Tenant is not in default in the performance of this
Lease, Tenant shall have the option to renew this Lease for one
additional term of three (3) years commencing immediately upon
the expiration of the initial Lease term. All of the terms and
conditions of this Lease shall apply during the renewal term.
Tenant shall provide Landlord with written notice of Tenant’s
exercise of its option to renew not less than 90 days prior to
the expiration of the initial Lease term.
§ 1.03.
The premises hereby demised, which said Premises consist of that
certain property lying, situate and being in Martin County,
Florida, more fully described as follows: 4260 S.E. Federal
Highway, Stuart, Florida 34997, and legally described
as:
Lots 1, 2, 3, 4
and 5, Plat 1 of Coral Gardens, according to the Plat thereof as
recorded in Plat in Book 3, Page 21 of the public records of Martin
County, Florida.
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§ 2.01.
Tenant will pay Landlord $7,000 per month, together with any and
all applicable sales tax due thereon (currently 6%) from the
beginning of the Lease’s rental term (February 1, 2003)
and throughout the original lease term, in advance on the 1
st day of each month. The rent is subject to upward
adjustment as set forth herein.
§ 2.02.
Upon the commencement of the second lease year (February 1, 2004),
and upon the commencement of each lease year thereafter, the rent
amount shall be increased by 4% (four percent) over the rent for
the preceding year.
§ 2.03. If
Landlord so directs, Tenant shall deposit all rent payments
directly to Landlord’s bank account. In such event, Landlord
shall provide Tenant with deposit information.
§ 2.04. On
April 1, 2003, the Tenant shall deposit with the Landlord a
security deposit in the amount of $5,000.00. Said deposit shall be
retained by Landlord, without interest, as security for the
performance by Tenant of its obligations under this Lease. If
Tenant defaults in the payment of rent or in any other manner under
this Lease, Landlord may but shall not be required to, without
prejudice to other remedies, apply as much of said deposit as may
be necessary to compensate Landlord toward payment of rent or other
loss, damage, costs, and expenses to Landlord stemming from such
default and, if such deposit is so applied during the term of the
Lease, Tenant shall immediately upon notice from Landlord restore
said deposit to its original sum. The security deposit, less any
amount expended as aforesaid, shall be returned to Tenant at the
end of term.
First and
Last Month’s Rent
§ 2.05.
Upon the execution of this Lease, the Tenant shall pay to Landlord
the first month’s rent and all sales tax thereupon ($7,000,
plus sales tax). Tenant shall pay to Landlord the last
month’s rent, plus sales tax, in two installments: $3,500.00
plus sales tax shall be payable on February 1, 2003; and
$3,500.00 plus sales tax shall be payable on March 1, 2003.
The last month’s rent shall be further adjusted in accordance
with the Cost of Living Increase applicable at such time as the
last month’s rent is due and said adjustment shall be paid at
that time.
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§ 2.06. If
any rent payments or other payments for charges are more than five
(5) days late, the Tenant shall pay a late charge of five
percent (5%) of the payments due. If any payment for rent or
charges is more than twenty-five (25) days late, this shall
constitute a default under this Lease. The default and grace
periods shall run concurrently and not consecutively.
§ 3.01.
Tenant represents and warrants to Landlord that Tenant intends to
use the premises only for office purposes and for the sale of
medical supplies. Tenant’s use of the premises is restricted
to those purposes specified in this section, unless Landlord gives
Tenant prior written consent for a different use.
§ 3.02.
Tenant may not use, or permit using, the premises in any manner
that will cause a cancellation of, or an increase in, the existing
rates for fire, liability, or other insurance policies covering the
premises or any improvements on them, or insuring Landlord for any
liability in connection with owning the premises.
§ 3.03.
(a) Tenant may not use, or permit using, the premises in any
manner that results in waste of premises or constitutes a nuisance
or for any illegal purpose. Tenant, at its own expense, will
comply, and will cause its officers, employees, agents, and invites
to comply, with all applicable laws, ordinances, and governmental
rules and regulations concerning the use of the premises, including
but not limited to Hazardous Materials Laws and the Americans with
Disabilities Act. Tenant represents and warrants to Landlord that
Tenant will not store, use, or dispose of any Hazardous Materials
on the Premises or the property on which the Premises are
located.
SERVICES,
MAINTENANCE, AND SURRENDER
Services and
Maintenance by Landlord
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§ 4.01.
Landlord shall maintain in good repair the roof, structural
components and exterior walls of the building located on the
Premises. Landlord will be responsible to repair or replace awnings
or sign poles, if the same are significantly damaged by storm,
vandalism, or any event covered by insurance. Landlord will be
responsible for all water & sewer connections if required by
Martin County. The landlord will be responsible for any re drilling
of wells and replacement or repairs of septic systems.
§ 4.02.
Tenant shall, at its own cost and expense, keep and maintain all
parts of the Premises (except those for which Landlord expressly is
made responsible for hereunder), and shall make repairs,
restorations and replacements to the Premises as and when needed to
preserve them in a safe, clean and first class order, condition and
repair, and in as good an order, condition and repair as at the
commencement of this Lease, reasonable wear and tear excepted.
Tenants obligations of maintenance, repair restoration and
replacement under this paragraph shall include, without limitation,
the maintenance and repair of all plumbing fixtures (i.e. faucets,
sinks, water softeners, drains, toilets, and urinals, but not
including pipes located within the walls or under floors), walls,
glass, including plate glass, ceilings, floors, floor coverings,
windows, window dressings, alarm system, fire extinguishers, tenant
signs and doors which are a part of or located within the Premises.
Tenant shall also provide for regularly scheduled maintenance of
all landscaping and all HVAC units on the Premises, at
Tenant’s sole cost and expense. Tenant shall maintain the
lighted awnings on the front of the building, except as provided in
§4.01 above. At the expiration of term, Tenant shall deliver
the premises back to Landlord in good order and condition, normal
wear and tear excepted, and will surrender all keys and such other
things as pertain to the Premises.
§4.03.
Tenant shall pay all utilities, including without limitation, gas,
electricity, telephone, cable, alarm service, lawn service, water,
garbage, and sewer/septic charges for the Premises.
§4.04. If
Tenant does not promptly make any required maintenance or repairs,
or pay for utilities or insurance, Landlord shall have the right,
but not the obligation, to make such repairs and replacements, or
pay such expenses, in which event Tenant shall reimburse Landlord
therefor, as additional rent, for the cost thereof, immediately
upon demand, which such costs shall bear interest at the highest
legal rate.
TAXES ON
TENANT’S PROPERTY
§5.01
Tenant will pay all taxes levied or assessed against personal
property it places in or on the
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premises. If
any such taxes for which Tenant is liable are levied or assessed
against Landlord or Landlord’s property, and Landlord elects
to pay them, or if the assessed value of Landlord’s property
is increased by including personal property or fixtures placed by
Tenant in the premises, and Landlord elects to pay the taxes based
on the increase, Tenant must, Upon demand, pay to Landlord as
additional rent the part of the taxes for which Tenant is primarily
liable under this article.
§ 6.01.
Tenant may not make any alterations, additions, or improvements to
the premises without Landlord’s prior written
consent.
§ 6.02.
All alterations, additions, or improvements made by Tenant, or on
Tenant’s behalf, will become Landlord’s property when
this lease terminates, except communication equipment and
computers.
§ 6.03.
Landlord shall provide an air conditioning system and a water
conditioning system which are in good working order at the time of
Tenant’s occupancy; but Tenant shall thereafter maintain and
repair those systems; however, any replacement thereof shall be
Landlord’s responsibility, and Tenant’s repair
responsibility shall be limited to $300 per incident. Tenant shall
be deemed to have accepted the Premises in “AS IS”
condition when Tenant accepts possession of the premises on the
date of occupancy. The landlord shall be responsible for providing
the pole, frame, electrical connection and lighting to accommodate
tenant’s existing panels as shown on attached Exhibit A.
Landlord will insure the sign.
§ 7.01. If
the premises or any structures or improvements on them are damaged
or destroyed by fire, hurricane, tornado, or other casualty, Tenant
must immediately give Landlord written notice of the damage or
destruction, including a description of the damage and, as far as
known to Tenant, the cause of the damage.
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§ 7.02. If
the premises are totally destroyed by fire, hurricane, tornado, or
other casualty not the fault of Tenant or any person in or about
the premises with Tenant’s express or implied consent, or if
they are so damaged that rebuilding or repairs cannot reasonably be
completed within 90 working days and at a cost not to exceed
$300,000.00 . this Lease will terminate, and rent will be
abated for the unexpired portion of this lease, effective as of the
date of written notification as provided in § 7.01, and
Tenant’s Security Deposit shall be returned.
§ 7.03. If
the premises are damaged by fire, hurricane, tornado, or other
casualty not the fault of Tenant or any person in or about the
premises with Tenant’s express or implied consent, but not to
such an extent that rebuilding or repairs cannot reasonably be
completed within 45 working days and at a cost not to exceed
$50,000.00 this lease will not terminate except as
follows:
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(a)
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If
the premises are partially destroyed in the final 3 months
of the lease term, Landlord need not rebuild or repair the
premises. If Landlord elects not to rebuild or repair, and the
damage rendered the premises untenantable in whole or in part,
Tenant may terminate the lease or continue it, with the rent for
the remainder of the lease period adjusted equitably.
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§ 7.04.
All personal property placed or moved in the premises shall be at
the risk of Tenant, and Landlord shall not be liable for any
damag
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