LEASE AGREEMENT
between
SOUTHPEAK INTERACTIVE,
LLC
(LANDLORD)
and
PHILLIPS SALES, INC.
(TENANT)
January 1,2008
THIS LEASE INDENTURE (the
“Lease”) dated February 1, 2008 by and
among SOUTHPEAK INTERACTIVE, a
Virginia Limited Liability Company
(“Landlord”) and
Phillips Sales, Inc., a Virginia
Corporation
(“Tenant”).
ARTICLE I
GRANT AND TERM
SECTION 1.1 LEASED PROPERTY . That for
and in consideration of the rents and the mutual covenants set
forth in this Lease, Landlord leases to Tenant, and Tenant rents
from Landlord, the following described premises containing 1042
square feet (the “Leased Property”) at $15.00 per
square foot.
Suite 0100, 2563 SW Grapevine Parkway, Grapevine
Texas 76051
TO HAVE AND TO HOLD the Leased Property and the
privileges and appurtenances thereunto belonging unto the Tenant,
its permitted successors and assigns, for the term hereinafter
provided, and upon the terms and conditions set forth in this
Lease, to which the parties mutually covenant and agree.
SECTION 1.2 TERM. The original term of this
Lease shall be for a term of three (3) years commencing on January
1, 2008 and expiring at midnight on December 31, 2010 (the
“expiration date”) , unless sooner terminated in
accordance with the provisions hereof -
SECTION 1.3 SUCCESSORS AND ASSIGNS . The
terms of this lease and any covenants and/or modifications shall be
binding upon the successors and assigns of both landlord and tenant
in like manner as upon the original parties.
ARTICLE II
RENT
SECTION 2.1 RENT. Tenant shall pay to Landlord
in lawful money of the United States without notice or demand and
without any set off, abatement, counterclaim or deduction
whatsoever, a fixed rent as follows: payable in equal monthly
installments in advance on the first day of each month. The first
payment shall include any prorated rent for the period of the
commencement date to the first day of the first full calendar month
in the term. The rent shall include the rent and any additional
rent (hereinafter defined).
SECTION 2.2
RENTAL PAYMENTS . All Rent payments shall be made in person
or mailed to arrive in Landlord’s office by the first of each
month. Payments shall be made to SouthPeak Interactive., 2900 Polo
Parkway, Midlothian, Virginia 23113 until Landlord shall otherwise
direct in writing.
SECTION 2.3
LATE PAYMENT . Tenant acknowledges that the failure to pay
Rent in a timely fashion results in damages to Landlord which are
difficult to measure and covenants that (i) it will pay Rent at the
time and in the manner provided herein, and (ii) it will pay
Landlord as a late charge equal to five percent (5%) of the amount
due on any Rent and all other sums due under this Lease, if such
sums have not been received within seven (7) days of their due
date. Landlord shall also have the right to charge interest at a
rate not to exceed twelve percent (12%) on any past due amounts.
Neither the demand nor collection by Landlord of interest and/or
late charges shall be construed as a cure of Tenant’s
default. Any payment made by Tenant by check and returned to
Landlord by Tenant’s bank for insufficient funds shall be
deemed not to have been paid until good funds have been provided to
Landlord together with an amount equal to any other charges due
hereunder and any charges paid by Landlord to any bank as a result
of such returned check. Landlord expressly reserves all other
rights and remedies provided herein and by law with respect to
nonpayment of the Rent.
SECTION 2.4
ADDITIONAL RENT . All sums of money due hereunder, other
than the Rent, but including any late payment or interest charges,
shall be deemed Additional Rent, and unless otherwise indicated
herein, shall be due and payable without deduction, offset,
counterclaim or abatement, ten (10) days after notice thereof. All
such amounts or charges shall be payable to Landlord at the place
where the Rent is payable.
ARTICLE
III
SECTION 3.2
TENANT’S-IMPROVEMENTS .
|
|
(a)
|
Tenant shall
obtain the prior written approval of Landlord to all plans and
specifications for all major improvements upon the Leased Property
whether interior, exterior, structural, mechanical, electrical or
otherwise. All Tenant’s work, as herein provided, shall be
done at the sole cost and expense of Tenant, in accordance with all
applicable laws and governmental regulations and without deviation
from the plans and specifications approved by Landlord. Approval of
the plans and specifications by Landlord shall not constitute the
assumption of any responsibility by Landlord for their accuracy,
sufficiency, safety or compliance with law and Tenant shall be
solely responsible for such items. Tenant shall obtain at its sole
cost and immediately thereafter furnish to Landlord all
certificates and approvals required by any governmental authorities
and necessary to complete the Tenant’s construction work, and
shall furnish a certificate of occupancy to Landlord upon
completion. Tenant shall promptly and regularly remove, at its
expense, all trash and waste materials resulting during the course
of performance of its work or remaining thereafter. Upon
Landlord’s request, Tenant shall provide Landlord with
payment and performance bonds guaranteeing the completion of all
work required to be done by Tenant pursuant to this
Article
|
|
|
(b)
|
All trade
fixtures and apparatus installed by Tenant on the Leased Property,
except such as may be the property of Landlord, shall remain the
property of the Tenant and shall be removable from time to time and
also at the expiration of the term of this Lease or any renewal or
extension thereof, or other termination thereof, provided Tenant
shall not at such time be in default under any covenant or
agreement contained in this Lease; otherwise, Landlord shall have a
lien on said fixtures or apparatus as security against loss and
damage resulting from defaults by Tenant.
|
|
|
(c)
|
Tenant shall
repair and restore the Leased Property following the removal or
replacement of its trade fixtures, whether during or at the
termination of this Lease, to the condition of the Leased Property
prior to Tenant’s occupancy.
|
ARTICLE
IV
CONDUCT OF
BUSINESS
SECTION 4.1
PERMITTED USE . The Leased Property shall be used by Tenant
for the sole purpose of conducting administrative business
regarding tenant’s home rehabilitation
business.
SECTION 4.2
COMPLIANCE WITH LAWS. Tenant shall, at its sole cost and
expense, promptly comply with all local, state and/or federal laws,
statutes, ordinances and governmental rules, regulations or
requirements now in force or which may hereafter be in force with
respect to the Tenant’s use and occupancy of the Leased
Property and the Tenant’s business conducted thereon and with
the requirements of any board of fire underwriters or similar
bodies, now or hereafter constituted, relating to or affecting the
condition, use or occupancy of the Leased Property (excluding
structural changes not related to or affected by Tenant’s
improvements or acts).
ARTICLE
V
RESPONSIBILITY OF
REPAIRS
SECTION 5.1
TENANT’S REPAIRS .
(a) Tenant
shall keep the interior of the Leased Premises, in good and safe
order and repair at its own expense, and shall surrender the Leased
Premises at the expiration of the term or at such other time as it
may vacate the Leased Premises leaving it broom clean, in as good
and sanitary condition as when received, excepting depreciation
caused by ordinary wear and free of contamination by hazardous or
toxic substances, including but not limited to petroleum or
petroleum products. Tenant shall not overload the electrical wiring
serving the Leased Premises or within the Leased Premises, and will
install, at its own expense, but only after obtaining
Landlord’s written approval, any additional electrical wiring
which may be required in connection with Tenant’s business
equipment. Tenant shall not install any underground tanks, nor use
any construction materials containing asbestos or
PCBfs.
(b) Tenant
shall repair promptly, at its own expense, any damage, including,
but not limited to, that from forced entry, vandalism or malicious
mischief to the Leased Premises or caused by the bringing into or
taking out of the Leased Premises any property for Tenant’s
use, or by the installation or removal of such property, regardless
of fault or by whom such damage shall be caused, unless caused by
Landlord, its agents, employees or contractors’ negligence
and in default of such repairs by Tenant, Landlord may made the
same, and Tenant agrees to pay the cost
thereof.
ARTICLE
VI
UTILITES-9-0
SECTION 6.1
UTILTTIES . Landlord shall be responsible for all
responsible fuel, water, gas, electricity, and sewerage bills.
Tenant shall be responsible for his own telephone bill. Landlord
shall not be liable for any interruption or failure in the supply
of any utility to the Leased Property.
ARTICLE
VII
LANDLORD
SERVICES
SECTION 7.1
Landlord shall, at it’s own expense, provide the following
services to the leased premises: ground maintain; parking lot
maintenance and upkeep; lobby maintenance; exterior maintenance;
general waste dumpster. general janitorial
service.
ARTICLE
VIII
INSURANCE
INDEMITY
SECTION 8.1
TENANT’S-OB-LIGATIONS.
|
|
(a)
|
Tenant, at
Tenant’s sole cost and expense, shall obtain and maintain for
the term of this Lease, insurance policies providing for the
following coverage: (i) Tenant’s fixtures, equipment,
furnishings, merchandise and other contents in the Leased Premises,
for the full replacement value of such items, (ii) one full year of
Rent coverage, (iii) with regard to the Tenant’s improvements
to the Leased Premises, insurance against any and all perils
included within the classification “fire and extended
coverage” under insurance industry practice in the
Commonwealth of Virginia,, together with insurance against
vandalism, malicious mischief av%d apt-4+kk!eL- lea)ttteje air
othato spinink-leif damagplate glass insurance, if applicable, and
(v) comprehensive gtneral liability insurance against any liability
occasioned by any occurrence on or about any part of the Leased
Premises or appurtenances thereto, or arising from any of the acts
indemnified against in Section 8.2 hereof in the minimum amount of
$1,000,000 per person and $1,000,000 per occurrence, and the
minimum amount of $500,000 with respect to property damage, and
Tenant will further provide the Landlord with certificates or
policies of such insurance during the term of this Lease and any
renewals or extensions.
|
|
|
(b)
|
Each of the
policies described in this Section 8.1 shall: contain an express
waiver of any right of subrogation by the insurance company against
Landlord, Landlord’s agents, employees, mortgages and ground
lessors, (ii) contain a provision that it shall not be cancelled
and that it shall continue in full force and eff
|
|
