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LEASE AGREEMENT

Lease Agreement

LEASE AGREEMENT | Document Parties: PC CONNECTION INC | G&H Post, LLC | Merrimack Services Corporation | PC Connection Services You are currently viewing:
This Lease Agreement involves

PC CONNECTION INC | G&H Post, LLC | Merrimack Services Corporation | PC Connection Services

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Title: LEASE AGREEMENT
Date: 8/11/2008
Industry: Retail (Catalog and Mail Order)     Sector: Services

LEASE AGREEMENT, Parties: pc connection inc , g&h post  llc , merrimack services corporation , pc connection services
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Exhibit 10.1

LEASE AGREEMENT

732 Milford Road

Merrimack, NH. 03054-4631

This Lease is made this August 11, 2008 by and between G&H Post, LLC, a New Hampshire limited liability company with an address at P.O. Box 385, Gilsum, NH 03448 (hereinafter called “Lessor”), and Merrimack Services Corporation dba PC Connection Services, a Delaware corporation with offices at 730 Milford Road Merrimack, NH 03054-4631 (hereinafter called “Lessee”).

 

1.

Premises.

1.1 In consideration of the rents, agreements and conditions herein reserved and contained on the part of Lessee to be paid, performed and observed, Lessor hereby leases to Lessee, and Lessee hereby leases from Lessor, for the term herein set forth, approximately 18,786 square feet encompassing the building known as 732 Milford Road, Merrimack, New Hampshire. (Hereinafter referred to as the “Premises” The Premises are a portion of “the property” consisting of both 730 and 732 Milford Road. Lessee shall also have the right to use, in common with other tenants, the parking areas, pedestrian walkways, landscaped and planted areas, and other areas and facilities intended for use by all tenants of the Property (“Common Areas”).

 

2.

Term.

2.1 The term of this Lease (the “Term”) shall be for ten years (10), commencing on the date of Lessor’s completion of the Tenant Improvements (hereinafter defined) (the “Commencement Date.”) Lessor shall construct leasehold improvements in accordance with plans and specifications prepared by Sheerr McCrystal Palson Architecture, Inc. (“Tenant Improvements”). The Plans shall be subject to Lessee’s approval. Once Lessee has approved the Plans, Lessor shall construct the Tenant Improvements. Lessor shall not be obligated to expend more than $15.33/SF on Tenant improvements, and Lessor shall competitively bid all such improvement work and make available to Lessee for its review and approval all information reasonably requested by Lessee to verify such costs. Any cost approved by Lessee in constructing the Tenant Improvements in excess of $15.33/SF shall be paid by Lessee. The allocation of funds is defined by attachment “A” to this Lease. The parties agree that attachment A will be replaced by a final attachment “A” when the costs are final.

2.2 Lessor agrees to use reasonable efforts to expedite the Tenant Improvements. The Tenant Improvements shall be deemed complete (and shall serve as the lease commencement date) when a final certificate of occupancy has been issued and the Premises are ready for occupancy by Lessee as certified by Lessor’s architect with the exception of minor items which can be fully completed without material interference with Lessee and other items which because of the season or weather or the nature of the item are not practicable to do at the time, provided that none of said items is necessary to make the Premises tenantable for the permitted uses.

2.3 Lessor shall permit Lessee access for installing equipment and furnishings in the Premises prior to the Term if it can be done without material interference with completion of the Tenant Improvements. All construction work required or permitted by this Lease shall be done in a good and workmanlike manner and in compliance with all applicable laws and all lawful ordinances, regulations and orders of governmental authority. Either party may inspect the work of the other at reasonable times and promptly shall give notice of observed defects.

2.4 Lessee’s obligation to pay rent under Section 3 below shall commence on the Commencement Date which is July 25, 2008.

 

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3.

Base Rent; Taxes; CAM

3.1 Lessee shall pay to Lessor rent for the Premises, in the amount provided in Section 3.2, in advance, on the first day of each calendar month during the Term, at P.O. Box 385, Gilsum, NH 03448 (or at such other place as may be designated in writing by Lessor).

3.2 The base rent (“Base Rent”) for year 1 of the term hereof shall be the sum of $12.00 per square foot or $225,432 per year payable monthly, in advance, in installments of $18,786 (the "Base Rent"). The Base Rent for subsequent years shall be subject to adjustment to reflect increases to the United States Bureau of Labor Statistics Consumer Price Index, All Items, All Urban Consumers, Boston-Cambridge-Quincy, MA-NH MSA or such other renamed local index covering “All Items” for the Boston, Massachusetts metropolitan statistical area (the “Index”), but such adjustments shall not exceed an increase higher than 5.0% for any given year. Each one (1) year anniversary of the commencement date of the Lease will be referred to as the adjustment date (each an “Adjustment Date”). Base Rent adjustment shall be as follows:

3.2.1 As of each Adjustment Date , the Base Rent shall be adjusted as provided in paragraph 3.2 to reflect changes in the Index as follows:

(1) For the first annual adjustment (commencing on the first day following the Expiration of the first year of the term of this Lease), the basis for computing such adjustment shall be the Index most recently published prior to the beginning of the first year of the term (“Beginning Index”). If the Index most recently published prior to the first Adjustment Date (“Extension Index”) has increased over the Beginning Index, the Base Rent for one-year period commencing as of such first Adjustment date shall be the result obtained by multiplying the annual Base Rent in effect on the day of the Adjustment Date (i.e. the annual rental for year one by a fraction, the numerator of which is the Extension Index and the denominator of which is the Beginning Index).

(2) For all subsequent annual adjustments, the Base Rent shall be adjusted in the same manner as that for the first annual adjustment provided; however, that the rental base shall be the rental in effect just prior to the then applicable Adjustment Date, the Extension Index for the preceding period shall be the Beginning Index and the Extension Index shall be the Index most recently published prior to the then applicable Adjustment Date.

(3) If for any Adjustment Date the Index most recently published following the Adjustment Date has not increased over, or has decreased from, the Beginning Index for that period, no escalation in Base Rent shall be required on that Adjustment Date, and the Base Rent shall remain at it’s then current rate until the next Adjustment Date. At no time, will the escalation in Base Rent exceed 5%.

If the Index is changed in any manner, including without limitation, a change in the base year or month, the Index shall be converted in accordance with the conversion factor published by the United States Department of Labor, Bureau of Labor Statistics. If the Index is discontinued or revised during the term of this Lease, such other government index or computation with which it is replaced shall be used in order to obtain substantially the same result as would be obtained if the Index had not been discontinued or revised. If the parties shall be unable to agree upon a successor index, the Parties shall refer the choice of a successor index to arbitration in accordance with the rules of the American Arbitration Association.

3.3 In the event that any monthly installment of rent accruing under this Lease shall not be paid when due, Lessee shall pay to Lessor (i) a late charge of $500, due as of the due date of the monthly installment, and (ii) any bank penalty or late charges and mortgage interest incurred by Lessor because of said delayed payment of rent, and, in the event that said delay in payment of rent becomes a default under Section 14, then the delayed payment of rent shall bear interest from the date said delayed payment becomes a default at a rate of one percent (1%) per annum over the prime rate (the base rate on corporate loans at large U.S. money center commercial banks) as published in the Money Rates section of the Wall Street Journal or other equivalent publication if the Wall Street Journal no longer publishes such information , at the time when said rent payment is due.

 

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3.4 Lessee to Pay Proportionate Share of Taxes. Lessee shall pay as additional rent, its Proportionate Share (as defined in Section 3.9 below) of all amounts payable by Lessor with respect to real estate taxes due with respect to the Property, including, without limitation, ad valorem taxes and assessments, general and special taxes and assessments, taxes on real estate rental receipts, or any other tax imposed upon or levied against real estate, or upon owners of real estate as such rather than persons generally, extraordinary as well as ordinary, foreseeable and unforeseeable, including taxes imposed on leasehold improvements which are assessed against Lessor, payable with respect to or allocable to the Property together with the reasonable cost (including fees of attorneys, consultants and appraisers) of any negotiation, contest or appeal pursued by Lessor in an effort to reduce any such tax, assessment or charge, all of the above being collectively referred to herein as “Taxes.” “Taxes” shall not include any income, profit, business or gross receipt tax or capital levy, nor any inheritance, estate, succession, transfer, gift, franchise or corporation tax levied or imposed upon Lessor, nor any real estate transfer tax, mortgage lien tax, documentary stamp tax, recording fees or the like.

3.5 Payment. Lessee’s Proportionate Share of Taxes shall be paid by Lessee in monthly installments on the date Base Rent is paid. Monthly payments shall be based on estimates made by Lessor from time to time. Lessor may reestimate Lessee’s proportionate share of Taxes and thereafter adjust Lessee’s monthly installments to reflect more accurately Lessee’s Proportionate Share of Taxes. Within one hundred twenty (120) days after Lessor’s receipt of tax bills, Lessor will notify Lessee of the amount of Taxes for the tax year in question and the amount of Lessee’s Proportionate Share thereof. Any overpayment or deficiency in Lessee’s payment of its proportionate share of Taxes shall be adjusted between Lessor and Lessee, and Lessor and Lessee hereby agree that Lessee shall pay Lessor or Lessor shall credit to Lessee’s account (or, if such adjustment is at the end of the Term, Lessor shall pay Lessee), as the case may be, within fifteen (15) days of the aforesaid notice to Lessee, such amounts as may be necessary to effect such adjustment. Failure of Lessor to provide such notice within the time prescribed shall not relieve Lessor or Lessee of their respective obligations hereunder. Lessee shall not be responsible for any interest, fines or penalties due to the taxing authorization arising out of Lessor’s failure to pay the Taxes when due, provided that Lessee has complied with its obligations under this Section 3.

3.6 Management and Operation of Common Areas. Lessee will operate and maintain, or will cause to be operated and maintained, the Common Areas in a good, clean, and neat condition, and to cause snow to be removed from the parking lot and walkways all in a reasonable manner deemed by Lessor to be appropriate and in the best interests of the Property, and consistent with other similar first class office buildings. Notwithstanding the foregoing, if Lessee does not continue to lease the building located at 730 Milford Road, Merrimack, New Hampshire, at anytime during the term of this Lease, then Lessor will operate and maintain the Common Areas as set forth in this Section 3.6. Lessor will have the right (i) to establish, modify and enforce rules and regulations with respect to the Common Areas which rules are commercially reasonable for Property of similar size in similar locations; (ii) to enter into, modify and terminate easement and other agreements pertaining to the use and maintenance of the Common Areas, (iii) to temporarily close all or any portion of the Common Areas to such extent as may, in the opinion of Lessor, be necessary to prevent a dedication thereof or the accrual of any rights to any person or to the public therein; and (iv) to close temporarily any or all portions of the Common Areas which may in the opinion of Lessor, be necessary to perform Lessor’s repairs or maintenance; and (v) to do and perform such other acts in and to said areas and improvements as, in the exercise of good business judgment, Lessor shall determine to be advisable and in the best interest of the Property. In no event shall Lessor alter the Common Areas in such a way as to reduce the number of parking spaces available to Lessee below or to otherwise materially interfere with the operation of Lessee’s business.

3.7 Expense of Common Areas and Operating Costs. Lessee will pay directly the Operating Costs (as defined in Section 3.9 below) with the exception of Taxes (see Section 3.4 and 3.5) and Lessor’s insurance (see Section 10 and below). Notwithstanding the foregoing, if Lessee does not continue to lease the building located at 730 Milford Road, Merrimack, New Hampshire at any time during the term of this Lease, then Lessor will pay directly Operating Costs as set forth in this Section 3.7 and Lessee will pay to Lessor, as additional rent, its Proportionate Share (as defined in Section 3.9) of Lessor’s Operating Costs on the same terms as provided in this Section 3.7 for insurance costs. With respect to insurance, Lessor may estimate Lessee’s monthly installments

 

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and thereafter adjust Lessee’s monthly installments to reflect more accurately Lessor’s insurance cost. Within one hundred twenty (120) days (or such additional time thereafter as is reasonable under the circumstances) after the end of each twelve (12) month period, Lessor shall deliver to Lessee a copy of Lessor’s insurance bill(s) for such twelve (12) month period and the monthly installments paid or payable shall be adjusted between Lessor and Lessee, and Lessee shall pay Lessor or Lessor shall credit Lessee’s account (or, if such adjustment is at the end of the Term, Lessor shall pay Lessee), as the case may be, within fifteen (15) days of receipt of such bill, such amounts as may be necessary to effect such adjustment.

3.8 “Operating Costs” Defined. The term “Operating Costs” means all costs and expenses reasonably incurred by or on behalf of Lessor in operating, managing, insuring, securing and maintaining the Property and the common areas pursuant to Section 3.6 including, but not limited to, all costs and expenses of operating, maintaining, repairing, lighting, signing, cleaning, painting, striping, policing and security of the Common Areas; alarm and life safety systems; insurance, including, without limitation, liability insurance for personal injury, death and property damage, all-risks casualty insurance (including coverage against fire, flood, theft or other casualties), worker’s compensation insurance or similar insurance covering personnel, fidelity bonds for personnel, insurance against liability for assault and battery, defamation and claims of false arrest occurring on and about the Common Areas, the costs and expenses of maintenance of all exterior glass; maintenance of sprinkler systems; removal of water, snow, ice, trash and debris; installing and renting of signs for the Property as a whole; fire protection; maintenance and repair of utility systems serving the Property, including, but not limited to, water, sanitary sewer and storm water lines and other utility lines, pipes and conduits; costs and expenses of repair or replacement of awnings, paving, curbs, walkways, landscaping, drainage, pipes, ducts, conduits and similar items, lighting facilities; costs and expenses of planting, replanting, replacing and displaying flowers, shrubbery and planters; costs of providing light and power to the Common Areas; cost of water services, if any, ; parcel pick-up and delivery services. Notwithstanding anything to the contrary in this Section 3.9, Operating Costs shall not include any costs incurred for repairs or replacements which would be classified under the Internal Revenue Code as “capital” in nature (except for items built or installed at Lessee’s request and/or any repairs occasioned by the act or neglect of Lessee, its assignees, sub lessees, servants, agents, employees, invitees, licensees or concessionaires).

3.9 “Proportionate Share” defined: For purposes of this Lease, Lessee’s Proportionate Share shall equal the rentable area of the Premises divided by the rentable area of all space available to lease on the Property from time to time. Lessee’s Proportionate Share shall be modified proportionately in the event Lessee occupies additional space within.

 

4.

Use.

4.1 The Premises shall be used for office, storage, retail uses, telemarketing and storage of inventory.

4.2 Lessee shall not use or occupy or permit the Property and/or Premises to be used or occupied, nor do or permit anything to be done in or on the Property and/or Premises, in a manner which will in any way violate any certificate of occupancy affecting the Property and/or Premises, or make void or void able any insurance then in force with respect thereto, which will make it impossible to obtain fire or other insurance required to be furnished by Lessor hereunder, or which will cause or be likely to cause structural damage to the building or any part thereof, or which will constitute a public or private nuisance, and shall not use or occupy or permit the Property and/or Premises to be used or occupied in any manner which will violate any present or future laws or regulations of any governmental authority.

 

5.

Obligation to Repair.

5.1 Repairs To Be Made By Lessor. Lessor, at its expense, will make, or cause to be made, structural repairs to exterior walls, structural columns, structural girders, roof, roof deck and roof penetrations and structural floors

 

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which collectively enclose the Premises (excluding, however, all doors, door frames, storefronts, windows and glass). Lessor shall not be required to make any repairs to items built or installed at Lessee’s request and/or any repairs occasioned by the act or neglect of Lessee, its assignees, sub lessees, servants, agents, employees, invitees, licensees or concessionaires. If the Premises should become in need of repairs required to be made by Lessor hereunder, Lessee shall give immediate written notice thereof to Lessor, and Lessor shall not be responsible in any way for failure to make any such repairs until a reasonable time shall have elapsed after the giving of such written notice.

5.2 Repairs To Be Made By Lessee. All repairs to the Premises, or any installations, equipment or facilities therein, other than those repairs required to be made by Lessor pursuant to Section 5.1, shall be made by Lessee at its expense. Without limiting the generality of the foregoing, Lessee will keep the interior of the Premises, together with all electrical, plumbing and other mechanical installations therein and the heating ventilating and air-conditioning system, in good order and repair and will make all replacements from time to time required thereto at its expense; provided, however, that Lessee shall not be required to make any repairs which are capital in nature (other than to items built or installed at Lessee’s request and/or any repairs occasioned by the act or neglect of Lessee, its assignees, sub lessees, servants, agents, employees, invitees, licensees or concessionaires, as set forth in Section 5.1), the cost of which shall be borne by Lessor and performed by Lessor. Lessee will surrender the Premises at the expiration of the Term or at such other time as it may vacate the Premises in as good condition as when received, excepting depreciation caused by ordinary wear and tear, damage by Casualty, unavoidable accident or Act of God. Any damage or injury sustained by any person because of mechanical, electrical, plumbing or any other equipment or installations, whose maintenance and repair shall be the responsibility of Lessee, shall be paid for by Lessee, and Lessee hereby agrees to indemnify and hold Lessor harmless from and against all claims, actions, damages and liability suffered by Lessor in connection therewith, including, but not limited to reasonable attorneys’ and other professional fees.

5.3 Damage to Premises. Lessee will repair promptly at its expense any damage to the Premises, and, upon demand, shall reimburse Lessor (as Additional Rent) for the reasonable cost of the repair of any damage elsewhere in the Property, caused by Lessee, its agents, servants, employees, or contractors, invitees or customers. If Lessee shall fail to commence such repairs within twenty (20) days after notice to do so from Lessor, Lessor may make or cause the same to be made and Lessee agrees to pay Lessor promptly upon Lessor’s demand, as Additional Rent. Lessee shall not be responsible for any damage caused by Lessor’s gross negligence or misconduct.

 

6.

Right to Alter and Improve

6.1 Lessee may not make any additions and alterations, structural or otherwise, to the Premises without prior approval in writing from the Lessor . In any case where any addition, alteration or improvement would require the consent of any institution which holds any mortgage, Lessee shall also procure such consent before undertaking such addition, alteration or improvement.

6.2 All work done in connection with any addition, improvement or alteration shall be done in a good and workmanlike manner and in compliance with the building and zoning laws and with all other laws, ordinances, orders, rules, regulations, and requirements of all federal, state and municipal governments and the appropriate departments, commissions, boards, and offices thereof, and in accordance with the orders, rules and regulations of the board of fire underwriters or any other body, now or hereafter constituted, exercising similar functions and Lessee shall procure, at its own cost, certificates of occupancy and other certificates and permits if required by law.

6.3 Lessee will not permit any mechanic’s, materialmen’s or other liens to stand against the property for work or material furnished to Lessee; provided that Lessee shall have the right to contest the validity of any lien or claim. If Lessee has not caused such lien or liens to be dismissed within ninety (90) days of notice thereof;

 

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Lessee shall post a bond to ensure that upon final determination of the validity of such lien or claim and Lessee shall immediately pay any judgment rendered against it, with all proper costs and charges, and shall have such lien released without cost to Lessor.

6.4 Changes and Additions to Property. Lessor reserves the right at any time and from time to time to (a) make or permit changes or revisions to the Property including additions to, subtractions from, arrangements of, alterations of, modifications of; or supplements to, the building areas, walkways, driveways, parking area, or other Common Areas, b) construct improvements and to make alterations thereof or additions thereto and to build additional stories on or in any such building(s) provided, however, that no such changes, rearrangements or other construction have a material adverse impact on the operation of Lessee’s business at the Premises.

7.     Removal of Improvements. With the exception of that machinery and equipment and personal property referenced in Section 8.1 and 8.2 below, all permanent light fixtures, paneling and other wall coverings, partitions, insulation, water system, carpets and wall to wall floor coverings, air conditioning, heating, ceiling tiles and all other permanent improvements which are installed by Lessee and enhance the Premises shall become the property of Lessor at the expiration of this Lease, or at its earlier termination for any cause herein provided for; provided, however, if Less


 
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