Back to top

MANAGEMENT & RENTAL AGREEMENT

Lease Agreement

MANAGEMENT & RENTAL AGREEMENT | Document Parties: AURIOS, INC | True Gravity Enterprises, Inc You are currently viewing:
This Lease Agreement involves

AURIOS, INC | True Gravity Enterprises, Inc

. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here.
Title: MANAGEMENT & RENTAL AGREEMENT
Governing Law: Arizona     Date: 5/13/2008

MANAGEMENT & RENTAL AGREEMENT, Parties: aurios  inc , true gravity enterprises  inc
50 of the Top 250 law firms use our Products every day

EXHIBIT 10.4

MANAGEMENT & RENTAL AGREEMENT

THIS AGREEMENT is effective as of the Effective Date, by and between TRUE GRAVITY ENTERPRISES, INC., an Arizona corporation having an office at 4405 E. Baseline Road, No. 120, Phoenix, AZ 85042, and AURIOS, INC., an Arizona corporation having an office at 4405 E. Baseline Road, No. 120, Phoenix, AZ 85042, .

WHEREAS, True Gravity Enterprises, Inc. rents certain real property (the “Property”, defined more specifically below) and possesses design, manufacturing, sales, marketing and general administrative expertise in small business operation; and

AURIOS is in the business of selling vibration isolation devices into the audio-video market.

In consideration of the mutual covenants and representations in this document, the parties agree as follows:

 

1.0 DEFINITIONS

1.1 “Subsidiary(ies)” means any corporation, company, affiliate, or other entity, whose outstanding shares or securities representing the right to vote for the election of directors or other managing authority are, now or hereafter, owned or controlled, directly or indirectly by a Party hereto, but such corporation, company, affiliate, or other entity shall be deemed to be a Subsidiary only so long as such ownership or control exists.

1.2 “Confidential Information” shall mean any confidential proprietary information including non-public designs, specifications, drawings, dimensions, processes, practices, communications, manufacturing, economic, financial, sales, marketing, management, quality control and other proprietary data, materials, know-how, or information contained in presentations, emails, letters, memos, discussions, notes, analysis, documents, practices, studies, reports, budgets, forecasts, and other mediums of disclosure, which may have been disclosed by either Party to the other Party during the term of the Agreement in verbal, written, graphic, computer or machine recognizable, and/or tangible form, and which is clearly designated, labeled or marked as confidential proprietary, e.g., “CONFIDENTIAL PROPRIETARY,” or its equivalent, or should be known by Recipient to be confidential in nature.

1.3 “Effective Date” means January 1, 2007

1.4 “TGE” means TRUE GRAVITY ENTERPRISES, INC. and its Subsidiaries.

1.5 “AURIOS” means AURIOS Inc. and its Subsidiaries.

1.6 “Party(ies)” means TGE and/or AURIOS, as the case may be.

1.7 “Property” means the approximate 12,120 sf of office and shop space located at 4405 E. Baseline Rd., Suite 120, Phoenix, AZ. 85042.

 


2.0 MANAGEMENT AND OPERATIONAL SERVICES

2.1 TGE shall provide the following services to Aurios: sales, marketing, accounting, manufacturing, storage and inventory control, shipping/receiving, new product design, and general administrative oversight (hereinafter referred to collectively as “Management Services”).

2.2 TGE shall make available to Aurios a minimum of 500 square feet and a maximum of 1,000 square feet of space at the Property.

2.3 TGE shall maintain the phone lines and internet connection in good working order.

2.4 TGE shall pay the rent to the Property owner as well as all property taxes and utilities in a timely manner.

 

3.0 CONFIDENTIALITY

3.1 The Parties acknowledge that confidential proprietary information may be disclosed by TGE (“Discloser”) to AURIOS (“Recipient”) and/or disclosed by AURIOS (“Discloser”) to TGE (“Recipient”) as the case may be. Confidential Information which is disclosed verbally may be identified by Discloser to Recipient as confidential at time of disclosure and may be confirmed in writing by the Discloser within thirty (30) days after such disclosure by submitting a letter containing substantially similar information or a summary of the Confidential Information disclosed to Recipient.

3.2 The Parties hereby agree that Recipient shall (i) not disclose, publish, distribute, transfer, loan, provide, or otherwise make available the Confidential Information to any third party without written consent of Discloser, (ii) restrict dissemination of Confidential Information to only those directors, officers, employees, representatives, advisors, contractors, consultants, or agents who must be directly involved with Confidential Information and who are bound by a duty of confidentiality applicable to the Confidential Information, (iii) use the same degree of care as for its own information of like importance, but at least use reasonable care, in safeguarding against disclosure of Confidential Information of the other Party, and (iv) use the Confidential Information solely for exercising its rights or performing its obligations under this Agreement.

3.3 Recipient’s obligations regarding Confidential Information received under this Agreement expire five (5) years from the date of disclosure.

3.4 This Agreement imposes no obligation upon Recipient with respect to Confidential Information disclosed under this Agreement which (i) is now available or becomes available to the public without breach of this Agreement, (ii) is explicitly approved for release by written authorization of Discloser, (iii) is lawfully obtained from a third party without a duty of confidentiality, (iv) is disclosed to a third party by Discloser without a duty of confidentiality, (v) is known to Recipient prior to such disclosure, or (vi) is at any time developed by Recipient independently of any such disclosure(s) from Discloser.

 


3.5 Disclosure of Confidential Information shall not be precluded if such disclosure is (i) in response to a valid order of a court of competent jurisdiction, (ii) required by SEC disclosure rules, or (ii) otherwise required by law through no act of the Recipient, provided, however, in the event of a court order that the Recipient shall first notify the Discloser of such court order in a timely manner to allow the Discloser to obtain a protective order requiring that the information and/or documents so disclosed be used only for the purpose for which the order was issued.

3.6 Recipient agrees that all Confidential Information received is and shall remain the property of Discloser and that such shall not be copied or reproduced without the express permission of the Discloser, except for such copies as may be absolutely necessary in order to perform tasks for the benefit of the Discloser. Upon written request, Recipient shall either return all the Confidential Information to Discloser along with all copies and/or derivatives made, including that on computer databases and copies of portions of the Confidential Information, or destroy all Confidential Information and certify by written memorandum that all such Confidential Information has been destroyed, except that Recipient may retain archival copies of the Confidential Information, which are to be used only in case of a dispute concerning this Agreement.

 

4.0 ALTERNATE DISPUTE RESOLUTION

4.1 The Parties agree that they shall attempt to settle any claim or controversy arising out of this Agreement through consultation and negotiation in the spirit of mutual cooperation.

4.2 With respect to any dispute arising out of this Agreement for which the Parties cannot reach amicable settlement on their own (Dispute), the Parties agree to submit t


 
SITE SEARCH

AGREEMENTS / CONTRACTS

Document Title:

Entire Document: (optional)

Governing Law:(optional)


Try our advanced search >>
 

CLAUSES

Search Contract Clauses >>

Browse Contract Clause Library>>

Get Email Updates
Email:
This is only a partial view of this document. We have millions of legal documents and clauses drafted by top law firms. learn more search for free browse for free learn more