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RADIANT LEASE AGREEMENT FOR 1727 KIRBY PARKWAY ARTICLE 1.00 BASIC LEASE TERMS

Lease Agreement

RADIANT LEASE AGREEMENT FOR 1727 KIRBY PARKWAY 

ARTICLE 1.00 BASIC LEASE TERMS 
 | Document Parties: RADIANT SYSTEMS INC | Jeff Goldstein Investment Partnership You are currently viewing:
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RADIANT SYSTEMS INC | Jeff Goldstein Investment Partnership

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Title: RADIANT LEASE AGREEMENT FOR 1727 KIRBY PARKWAY ARTICLE 1.00 BASIC LEASE TERMS
Governing Law: Tennessee     Date: 3/2/2006
Industry: Computer Networks    

RADIANT LEASE AGREEMENT FOR 1727 KIRBY PARKWAY 

ARTICLE 1.00 BASIC LEASE TERMS 
, Parties: radiant systems inc , jeff goldstein investment partnership
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Exhibit 10.10

RADIANT LEASE AGREEMENT FOR 1727 KIRBY PARKWAY

ARTICLE 1.00 BASIC LEASE TERMS

1.01 Parties . This lease agreement (“Lease”) is entered into this 3 rd day of January, 2006, by and between the following Lessor and Lessee:

Jeff Goldstein Investment Partnership, a Tennessee general partnership (“Lessor”)

Radiant Systems, Inc., a Georgia corporation (“Lessee”)

1.02 Leased Premises . Lessor is the owner in fee simple of approximately 1.68 acres in Shelby County, Tennessee, which real property is more particularly described on Exhibit “A” attached hereto and incorporated herein by this reference (the “Land”), and is commonly known as 1727 Kirby Parkway, Memphis, Tennessee 38138. The Land is improved with a two story office building (the “Building”) containing approximately 28,792 rentable square feet, together with related parking, driveways, landscaping and similar improvements.

In consideration of the rents, terms, provisions and covenants of this Lease, Lessor hereby leases, lets and demises to Lessee that portion of the Building containing approximately 22,678 rentable square feet and being more particularly outlined on Exhibit “B” attached hereto and incorporated herein by this reference (“leased premises”), together with the non-exclusive right to use, in common with Lessor and the other lessees of the Building, free of charge, areas of the project (as hereinafter defined) and/or Building intended for the common use of all lessees of the Building, including, but not limited to, the parking areas, driveways, landscaped areas, and approximately 629 square feet on the first floor of the Building containing hallways and restrooms (the “common areas”), as the common areas may exist from time to time. Lessor represents and warrants to Lessee that to the best of Lessor’s actual knowledge, the aforementioned square footages are correct and have been calculated utilizing current BOMA Standards. Lessor has, on or before the date hereof, provided Lessee with a copy of said BOMA calculations. Lessor shall, upon the written request of Lessee, received within one (1) year of the commencement date, cause the rentable square footage of the leased premises to be verified by an architect selected by Lessor and approved by Lessee (which approval shall not be unreasonably withheld or delayed) in accordance with BOMA standard methods of measurement. The cost of such remeasurement shall be borne by Lessee. If such measurement results in a change in the rentable square footage of the leased premises, the base rent, additional rent, taxes, insurance, Lessee’s Proportionate Share (as hereinafter defined) and any other matters affected by the rentable square footage of the leased premises shall be adjusted accordingly. If there is a change in the rentable square footage of the leased premises, Lessee shall within fifteen (15) days after Lessor’s written request, execute and return a lease amendment confirming the necessary adjustment.

Lessee shall also have the right, subject to Lessor’s prior approval, and at no extra charge, to install satellite dishes, antennae, and other similar equipment on the roof of the Building.

1.03 Term and Option Terms . Subject to and upon the conditions set forth herein, the term of this Lease shall commence on January 3, 2006, (the “commencement date”) and shall terminate on December 31, 2010. Lessee shall have two (2) options to extend the term of the Lease for additional terms of three (3) years each provided Lessee shall give Lessor one hundred eighty (180) days notice prior to the expiration of the initial term (or first option term) of its election to exercise such option and provided further that Lessee is not in default of the Lease at the time of such exercise (beyond any applicable notice and cure period).

1.04 Base Rent . Base rent is Thirty Four Thousand Seventeen and no/100ths Dollars ($34,017.00) per month during the period January 3, 2006 until December 31, 2006, and monthly base rent shall increase by three and one-half percent (3.5%) each calendar year thereafter as follows:

            January 1, 2007 - December 31, 2007         $35,208.00 per month

            January 1, 2008 - December 31, 2008         $36,440.00 per month

 

 

 

 

 

 

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            January

1, 2009 - December 31, 2009         $37,715.00 per month

 

            January

1, 2010 - December 31, 2010         $39,035.00 per month

The base rent payable for each month during the extended or option term shall be the prevailing rental rate (the “Prevailing Rental Rate”) at the commencement of such extended or option term. As used in this Lease, the term “Prevailing Rental Rate” shall mean the then prevailing monthly rental rate per square foot of space comparable in use, area and location to the space for which the Prevailing Rental Rate is being determined and being leased for a duration comparable for which such space is leased for periods commencing on or about the commencement of the term of such space. The Prevailing Rental Rate shall be determined by taking into consideration comparable fact situations during the prior 12-month period or any more recent relevant period in comparable buildings in Memphis, Tennessee. Lessor shall notify Lessee of Lessor’s determination of the Prevailing Rental Rate within fifteen (15) days after receipt of Lessee’s renewal election notice. If Lessee agrees with Lessor’s determination of the Prevailing Rental Rate, then, such determination by Lessor shall constitute the Prevailing Rental Rate. If Lessee disagrees with Lessor’s determination of the Prevailing Rental Rate, Lessee shall notify Lessor of Lessee’s disagreement within fifteen (15) days after Lessee’s receipt of Lessor’s notice of its determination of the Prevailing Rental Rate. If Lessee so notifies Lessor, that Lessor’s determination of the Prevailing Rental Rate is not acceptable to Lessee, Lessor and Lessee shall, during the fifteen (15) day period after Lessee’s notice, attempt to agree on the Prevailing Rental Rate. If Lessor and Lessee are unable to agree, then the Prevailing Rental Rate shall be determined as provided below: Lessor and Lessee shall each select an expert (as hereinafter described) within fifteen (15) days after the expiration of the aforementioned fifteen (15) day period. Such expert shall be independent and experienced in leasing similar-class space in Memphis, Tennessee, and shall be instructed to form their opinions based on the criteria specified above. Both experts so selected shall within ten (10) days after their selection, select a third (3rd) expert who shall also meet the same qualifications. The three (3) experts so selected shall within fifteen (15) days after the selection of the third (3rd) expert each independently formulate their opinion of the Prevailing Rental Rate for the space and period in question. The three (3) opinions shall then be averaged and such average shall be the Prevailing Rental Rate; provided, however, that if any experts opinion is more than five percent (5%) greater or less than the middle opinion, then such greater or lesser opinion (or both if each is more a variance from the middle opinion than five percent (5%)), shall be disregarded and the remaining number of opinions shall be added together with the sum thereof divided by the remaining number of opinions and the quotient thereof shall be the Prevailing Rental Rate. The determination of the Prevailing Rental Rate by the three (3) experts (or such lesser number of experts as may be applicable in accordance with the above provisions) shall be binding upon Lessor and Lessee. Lessor and Lessee shall each pay for the services of its expert and shall share equally in the cost of the third expert.

 

1.05

Addresses .

 

 

 

 

 

 

Lessor’s Address:

 

Lessee’s Address:

 

 

1580 West Massey Rd.

 

3925 Brookside Parkway

 

 

Memphis, Tennessee 38120

 

Alpharetta, Georgia 30022

 

 

Phone:                     

 

Phone:                     

 

 

Fax:                     

 

Fax: (770) 360-7627

 

 

Email:                     

 

Email:                     

 

 

1.06 Permitted Use . General Office Use.

ARTICLE 2.00 RENT

2.01 Base Rent . Lessee agrees to pay monthly as base rent during the term of this Lease the sum of money set forth in section 1.04 of this Lease, which amount shall be payable to Lessor at the address shown above.

 

 

 

 

 

 

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One monthly installment of rent shall be due and payable on the date of execution of this Lease by Lessee for the first month’s rent and a like monthly installment shall be due and payable on or before the first day of each calendar month succeeding the commencement date during the term of this Lease; provided, if the commencement date should be a date other than the first day of a calendar month, the monthly rental set forth above shall be prorated to the end of that calendar month, and all succeeding installments of rent shall be payable on or before the first day of each succeeding calendar month during the term of this Lease. Lessee shall pay, as additional rent, all other sums due under this Lease.

2.02 Operating Expenses . The term “operating expenses” includes all reasonable and customary expenses and disbursements (subject to the limitations set forth below) that Lessor incurs during the term of this Lease in connection with the ownership, operation, and maintenance of the project, determined in accordance with sound accounting principles consistently applied, including, but not limited to, the following: (a) maintenance, repair and replacement costs; (b) electricity, fuel, water, sewer, gas and other utility charges; (c) security; (d) window washing and janitorial services; (e) trash and snow removal; (f) landscaping and pest control; (g) management fees (if any), but only to the extent such fees are comparable to fees in comparable buildings in the area; (h) wages and benefits payable to employees of Lessor or others (at the level of property manager or below) whose duties are directly connected with the operation and maintenance of the Building; (i) all services, supplies, repairs, replacements or other expenses for maintaining and operating the project, including parking and common areas; (j) all real property taxes and installments of special assessments, including dues and assessments by means of reciprocal easements, deed restrictions and/or owners’ associations which accrue against the Building of which the leased premises are a part during the term of this Lease including the commercially reasonable cost of proceedings contesting any real estate appraisal or assessment; (k) and all insurance premiums Lessor is required to pay or deems commercially reasonably necessary to pay related to the Building, including fire, casualty and extended coverage (including flood and earthquake coverage) and public liability insurance with respect to the project. The term operating expenses does not include the following: (i) repairs, restoration or other work occasioned by fire, wind, the elements or other casualty or condemnation if Lessor’s insurance proceeds or condemnation proceeds covers such loss; (ii) penalties and interest on taxes or income and franchise taxes of Lessor; (iii) interest or principal payments (or other payments) on any mortgage or other indebtedness of Lessor, or costs of refinancing such indebtedness; (iv) capital expenses related to the Building or the cost of capital improvements or additions; (v) management, accounting, legal, or brokerage fees incurred by Lessor, or other expenses related to leasing tenant space or constructing improvements for the sole benefit of an individual tenant; (vi) costs associated with conforming the Building to present and future laws, ordinances and building codes, including, but not limited to, environmental, health and safety laws; (vii) any depreciation allowance or expense; (viii) expenses for repairs or maintenance related to the project which have been reimbursed to Lessor pursuant to warranties or service contracts; (ix) expenses for repairs, alterations, and general maintenance necessitated by the negligence or willful misconduct of Lessor or any other tenant of the Building; (x) any cost or expense associated with Mr. Kummerer and/or any maintenance employee to be engaged by Lessee in accordance with section 5.05 below; and (xi) any other expense which is not a fair and reasonable direct operating expense of the Building, or under generally accepted accounting principles, consistently applied, would not be considered a normal maintenance, repair, management or operating expense of the Building.

In the event Lessor elects not to contest any re-assessment or re-appraisal of real property taxes, Lessor shall give Lessee notice of such election at least thirty (30) days prior to the last day to file such proceeding and Lessee shall have the right to file a contest to such re-appraisal or re-assessment on behalf of Lessor, at Lessee’s expense; provided, however, that in the event of any abatement of such taxes, the reasonable cost and expense of the proceedings shall be a first charge against any recovery. Lessor agrees to cooperate with Lessee in any such contest.

2.03 Additional Rent . Lessee shall pay to Lessor, as additional rent hereunder (“additional rent”), Lessee’s Proportionate Share of the amount by which the annual operating expenses for each year of the term exceeds the annual operating expenses for calendar year 2005 (the “Base Year”). The Lessee’s Proportionate Share (herein so called) shall be the percentage obtained by dividing (a) the number of rentable square feet in the Building as stated above by (b) the rentable square feet in the Building with respect to the charge being prorated at the time a respective charge was incurred. Operating expenses for

 

 

 

 

 

 

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the Base Year, for the purpose of comparisons of the Base Year with subsequent years only, shall be calculated so as to not include any cost incurred by Lessor (or Synchronics, Inc.) in connection with Louis Kummerer, the maintenance employee of Synchronics, Inc. referenced in section 5.05 below, such costs to include, but not be limited to, Mr. Kummerer’s salary, benefits and associated payroll costs.

Lessor shall make a good faith estimate of the additional rent to be due by Lessee for any calendar year or part thereof during the term. During each calendar year or partial calendar year of the term, Lessee shall pay to Lessor, in advance concurrently with each monthly installment of base rent, an amount equal to the estimated additional rent for such calendar year or part thereof divided by the number of months therein. From time to time, Lessor may estimate and re-estimate the additional rent to be due by Lessee and deliver a copy of the estimate or re-estimate to Lessee. Thereafter, the monthly installments of additional rent payable by Lessee shall be appropriately adjusted in accordance with the estimations so that, by the end of the calendar year in question, Lessee shall have paid all of the additional rent as estimated by Lessor. Any amounts paid based on such an estimate shall be subject to adjustment as herein provided when actual operating expenses are available for each calendar year.

By January 31 of each calendar year, or as soon thereafter as practicable, Lessor shall furnish to Lessee a statement of operating expenses for the previous year. If Lessee’s estimated payments of operating expenses exceed Lessee’s share of actual operating expenses, then Lessor shall promptly credit or reimburse Lessee for such excess; likewise, if Lessee’s estimated payments of operating expenses for such year are less than Lessee’s share of actual operating expenses, then Lessee shall promptly pay Lessor such deficiency, notwithstanding that the term has expired and Lessee has vacated the leased premises.

Within sixty (60) days after Lessor furnishes to Lessee the actual statement of operating expenses for the previous year, Lessee may, at its expense, during Lessor’s normal business hours, elect to audit Lessor’s books and records. Lessor shall cooperate fully with such audit. After verification, Lessor shall credit any overpayment determined by the audit report against the next rent due and owning by Lessee or, if no further rent is due, refund such overpayment directly to Lessee within thirty (30) days of determination. Likewise, Lessee shall pay Lessor any underpayment determined by the audit report within thirty (30) days of determination. The foregoing obligations shall survive the expiration or earlier termination of the Lease. If the audit proves that Lessor’s calculation of operating expenses for the calendar year under inspection was overstated by more than five percent (5%) in the aggregate, then, after verification, Lessor shall pay Lessee’s reasonable out-of-pocket audit and inspection fees for said audit within thirty (30) days after receipt of Lessee’s invoice therefor.

2.04 Late Payment Charge . Other remedies for nonpayment of rent notwithstanding, if the monthly rental payment is not received by Lessor on or before the tenth (10 th ) day of the month for which the rent is due, or if any other payment due Lessor by Lessee is not received by Lessor on or before the tenth (10 th ) day of the month next following the month in which Lessee was invoiced, a late payment charge of five (5%) percent of such past due amount shall become due and payable in addition to such amounts owed under this Lease, said amount shall accrue from such 10 th day through the date of payment.

2.05 Increase in Insurance Premiums . If an increase in any insurance premiums paid by Lessor for the Building is caused by Lessee’s use of the leased premises in a manner other than as set forth in section 1.06, or if Lessee vacates the leased premises and thereby causes an increase in such premiums, then Lessee shall pay as additional rent the amount of such increase to Lessor.

2.06 Security Deposit . None required.

2.07 Holding Over . In the event that Lessee does not vacate the leased premises upon the expiration or termination of this Lease, Lessee shall be a tenant at will for the holdover period and all of the terms and provisions of this Lease shall be applicable during that period, except that Lessee shall pay Lessor as base rent for the period of such holdover an amount equal to one hundred fifty percent (150%) of Lessee’s then current base rent. During such holdover period, Lessee agrees to vacate and deliver the leased premises to Lessor upon Lessee’s receipt of notice from Lessor to vacate. The rental payable during the holdover period

 

 

 

 

 

 

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shall be payable to Lessor on demand. No holding over by Lessee, whether with or without the consent of Lessor, shall operate to extend the term of this Lease.

ARTICLE 3.00 OCCUPANCY AND USE

3.01 Use . Lessee warrants and represents to Lessor that the leased premises shall be used and occupied by Lessee only for the purpose as set forth in section 1.06. Lessee shall occupy the leased premises, conduct its business and control its agents, employees, invitees and visitors in such a manner as is lawful, reputable and will not create a nuisance. Lessee shall not permit any operation which emits any offensive odor or matter which intrudes into other portions of the Building, use any apparatus or machine which makes undue noise or causes vibration in any portion of the Building or otherwise interfere with, annoy or disturb any other lessee in its normal business operations or Lessor in its management of the Building. Lessee shall neither permit any waste on the leased premises nor allow the leased premises to be used in any way which would, in the reasonable opinion of Lessor, be extra hazardous on account of fire or which would in any way increase or render void the fire insurance on the Building.

3.02 Signs . No sign of any type or description shall be erected, placed or painted in or about the leased premises or Land except those signs submitted to Lessor in writing and approved by Lessor in writing.

3.03 Compliance with Laws, Rules and Regulations . Lessee, at Lessee’s sole cost and expense, shall comply in all material respects with all laws, ordinances, orders, rules and regulations of state, federal, municipal or other agencies or bodies having jurisdiction over Lessee’s specific use, condition or occupancy of the leased premises. Notwithstanding the foregoing, Lessor shall bear the risk of complying with Title III of the Americans With Disabilities Act of 1990, any state laws governing handicapped access or architectural barriers, and all rules, regulations, and guidelines promulgated under such laws, as amended from time to time, as same affect the Building (including the leased premises) and the Land. Lessee will comply with the rules and regulations of the Building which are set forth on Schedule 1 attached to this Lease. Lessor shall have the right to change and amend the rules and regulations in any reasonable manner as may be deemed advisable for the safety, care, cleanliness, preservation of good order and operation or use of the Building or the leased premises, provided that such changes and amendments are applicable to all tenants of the Building, will not unreasonably interfere with Lessee’s use of the leased premises and are enforced by Lessor in a non-discriminatory manner. If a change or amendment materially affects Lessee (as determined by Lessee in the exercise of its reasonable business judgment), then Lessor shall obtain Lessee’s prior written consent to such change or amendment prior to implementation of same. All changes and amendments to the rules and regulations of the Building will be sent by Lessor to Lessee in writing and shall thereafter be carried out and observed by Lessee.

3.04 Warranty of Possession . Lessor warrants that it has the right and authority to execute this Lease, and Lessee, upon payment of the required rents and subject to the terms, conditions, covenants and agreements contained in this Lease, shall peaceably and quietly hold and enjoy and have possession of the leased premises during the full term of this Lease as well as any extension or renewal thereof, without hindrance from Lessor or any party claiming by, through, or under Lessor.

3.05 Inspection . Lessor or its authorized agents shall at any and all reasonable times have the right to enter the leased premises (after giving Lessee at least twenty-four hours notice thereof, which may be oral notice, except in cases of real or apparent emergency, in which case no notice shall be required) to inspect the same, to supply building maintenance and other services to be provided by Lessor, to show the leased premises to prospective purchasers, and to alter, improve or repair the leased premises or any other portion of the Building if such alteration, repair, or improvement is the responsibility of Lessor hereunder. Lessee hereby waives any claim for damages for injury or inconvenience to or interference with Lessee’s business, any loss of occupancy or use of the leased premises, and any other loss occasioned thereby. Lessor shall at all times have and retain a key with which to unlock all of the doors in, upon and about the leased premises and operate the security system, if any. Lessee shall not change Lessor’s lock system or in any other manner prohibit Lessor from entering the leased premises. Lessor shall have the right to use any and all means which

 

 

 

 

 

 

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Lessor may deem proper to open any door in an emergency without liability therefor. Notwithstanding the foregoing, in no event shall Lessor be entitled to make any alterations, repairs or improvements which would reasonably be expected to have any material adverse effect upon Lessee’s business operations, and all entries into the leased premises shall be conducted in such manner so as to minimize any interruption with Lessee’s business operations.

3.06 Intentionally omitted.

ARTICLE 4.00 UTILITIES AND SERVICE

4.01 Building Services . Lessor shall provide water and electricity hook-ups for Lessee during the term of this Lease, but Lessee shall pay for all utilities incurred by Lessee and relating to the leased premises. Lessee shall pay all telephone charges incurred by Lessee and relating to the leased premises. Lessor shall insure Lessee hot and cold water at those points of supply provided for general use with other lessees in the Building, central heating and air conditioning, routine maintenance and electric lighting service for the parking areas and other common areas of the Building, and janitorial service in accordance with section 4.03 below. Should any of the equipment or machinery break down, or for any cause cease to function properly, Lessor shall use reasonable diligence to repair the same promptly, but Lessee shall have no claim for rebate of rent on account of any interruption in service occasioned from the repairs. Lessor acknowledges and agrees that all services provided by Lessor to Lessee shall be provided to a standard at least equivalent to such services as are provided at other comparable office buildings in Memphis, Tennessee . Notwithstanding any other provision contained in this Lease to the contrary, Lessor acknowledges and agrees that, in the event any of the services required to be provided by Lessor under this Lease are not provided for a period of five (5) consecutive days as a result of a condition within Lessor’s reasonable control, then all rent due hereunder shall abate from the end of said five day period until such time as all such services are resumed. Furthermore, in the event Lessor fails to provide any such service for a period of twenty (20) consecutive days as a result of a condition within Lessor’s reasonable control, then, Lessee shall have the right to terminate this Lease. Lessor reserves the right from time to time to make changes in the utilities and services provided by Lessor to the Building, so long as such changes do not adversely affect Lessee’s business operations at the leased premises.

4.02 Theft or Burglary . Lessor shall not be liable to Lessee for losses to Lessee’s property or personal injury caused by criminal acts or entry by unauthorized persons into the leased premises or the Building, unless caused by Lessor’s negligence or willful misconduct.

4.03 Janitorial Service . Lessor shall furnish janitorial services to the leased premises and public areas of the Building no less than five (5) times per week during the term of this Lease, excluding holidays. Lessor shall also provide janitorial service to kitchens or storage areas included in the leased premises.

4.04 Window Coverings . Lessor shall furnish and install window coverings on all exterior windows to maintain a uniform exterior appearance. Lessee shall not remove or replace these window coverings or install any other window covering which would affect the exterior appearance of the Building. Lessee may install lined or unlined over draperies on the interior sides of the Lessor furnished window coverings for interior appearance or to reduce light transmission, provided such over draperies do not affect the exterior appearance of the Building or affect the operation of the Building’s heating, ventilating and air conditioning systems.

ARTICLE 5.00 REPAIRS AND MAINTENANCE

5.01 Lessor Repairs. Lessor shall not be required to make any improvements, replacements or repairs of any kind or character to the leased premises or the Building during the term of this Lease except as are set forth in this section. Lessor shall maintain in good repair and working order, make repairs to and perform

 

 

 

 

 

 

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maintenance upon (a) the roof, foundation, and structural elements of the Building, (b) the common areas; (c) mechanical (including HVAC), electrical, plumbing and fire/life safety systems serving the Building, and (d) the exterior windows of the Building. With respect to the foregoing, Lessor acknowledges and agrees that all such maintenance shall be performed to a standard at least equivalent to the maintenance standards then being maintained for other comparable office buildings in Memphis, Tennessee. Provided Lessor complies with all requirements of this Lease related to such repair and maintenance work, Lessor shall not be liable to Lessee, except as expressly provided in this Lease, for any damage or inconvenience, and Lessee shall not be entitled to any abatement or reduction of rent by reason of any repairs, alterations or additions made by Lessor under this Lease.

5.02 Lessee Repairs . Lessee shall, at its sole cost and expense, perform all maintenance and repairs to the leased premises that are not Lessor’s express responsibility under this Lease, and shall keep the leased premises in good condition and repair, ordinary wear and tear and casualty and condemnation excepted. Lessee’s repair obligations include, without limitation, repairs to: (a) floor covering and/or raised flooring; (b) interior partitions; (c) doors; and (d) the interior side of demising walls. Notwithstanding the foregoing, Lessee shall, at its own cost and expense, repair or replace any damage or injury to all or any part of the Building caused by any act or omission of Lessee or Lessee’s agents, employees, invitees, licensees or visitors; provided, however, if Lessee fails to make the repairs or replacements promptly, Lessor may, at its option, make such repairs or replacements, and the costs of such repairs or replacements shall be charged to Lessee as additional rent and shall become payable by Lessee with the payment of the rent next due hereunder.

5.03 Request for Repairs . All requests for repairs or maintenance that are the responsibility of Lessor pursuant to any provision of this Lease must be made in writing to Lessor at the address in section 1.05.

5.04 Lessee Damages . Lessee shall not allow any waste to be committed by Lessee or Lessee’s agents or employees, on any portion of the leased premises or Building, and at the termination of this Lease, by lapse of time or otherwise, Lessee shall deliver the leased premises to Lessor in as good condition as existed at the commencement date of this Lease, ordinary wear and tear and casualty and condemnation excepted. The cost and expense of any repairs necessary to restore the condition of the leased premises as specified in the immediately preceding sentence shall be borne by Lessee.

5.05 Maintenance Employee . Lessee shall employ, with Lessor’s approval, such full or part-time maintenance personnel as may be necessary to provide the general maintenance and repair functions for the Building, including the common areas, as are presently provided by Louis Kummerer as an employee of Synchronics, Inc. All costs associated with such person (collectively the “Maintenance Employee Costs”), including salary, benefits, and associated payroll costs (FICA, FUTA, and the like) shall be paid by Lessee. Lessor shall reimburse to Lessee, on a monthly basis, an amount equal to the Maintenance Employee Costs incurred by Lessee for the applicable month less Lessee’s Proportionate Share of such Maintenance Employee Costs. In accordance with the provisions of section 2.03 of this Lease, the parties will estimate the amount of the Lessor’s anticipated monthly reimbursement and reduce the estimated monthly payments of additional rent to be paid by Lessee to Lessor under such section. The parties will take into account the actual amount of such costs allocable to the Lessee and Lessor, respectively, in connection with the January 31 reconciliation described in section 2.03. It shall be Lessor’s responsibility to provide Lessee’s maintenance employee with access to all portions of the Building, including those portions of the Building occupied by other lessees. Prior to the commencement date, Lessor shall provide Lessee with (a) the written consent of all such lessees, authorizing Lessee’s maintenance employee to enter the space occupied by such lessees to perform the maintenance and repair work contemplated in this section 5.05; and (b) the keys to each such lessee’s space.

5.06 Lessee as Manager of Project . Since Lessee will initially occupy approximately 78% of the Building, Lessor and Lessee may subsequently agree that, in order to facilitate efficient operation of the project, Lessee shall perform certain limited property management functions. To the extent the parties determine that such an arrangement is advantageous, then such arrangement shall be memorialized in either an amendment to this Lease or in a separate written agreement between the parties.

 

 

 

 

 

 

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ARTICLE 6.00 ALTERATIONS AND IMPROVEMENTS

6.01 Lessor Improvements . None.

6.02 Lessee Improvements. Lessee shall not make or allow to be made any alterations or physical additions in or to the leased premises without first obtaining the written consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed, except for alterations of a cosmetic nature such as painting, wallpapering, hanging pictures and installing carpeting as well as installation of unattached, movable trade fixtures which may be installed without drilling, cutting or otherwise defacing the leased premises. Any alterations, physical additions or improvements to the leased premises made by Lessee shall at once become the property of Lessor and shall be surrendered to Lessor upon the termination of this Lease; provided, however, Lessor, at its option, may require Lessee to remove any physical additions and/or repair any alterations in order to restore the leased premises to the condition existing at the time Lessee took possession (reasonable wear and tear and casualty and condemnation excepted), all costs of removal and/or alterations to be borne by Lessee. With respect to the foregoing, Lessor agrees to advise Lessee at the time of its approval of each alteration or physical addition requiring Lessor’s approval hereunder as to whether Lessor will require the removal thereof. In no event shall Lessee be required to remove any cabling or wiring installed to serve the leased premises. This clause shall not apply to unattached trade fixtures, moveable equipment or furniture and personal property owned by Lessee, which may be removed by Lessee at the end of the term of this Lease if Lessee is not then in default beyond any applicable notice and cure period.

6.03 Mechanics Lien . Lessee will not permit any mechanic’s or materialman’s lien(s) or other lien to be placed upon the leased premises or the Building and, except as provided in section 5.05, nothing in this Lease shall be deemed or construed in any way as constituting the consent or request of Lessor, express or implied, by inference or otherwise, to any person for the performance of any labor or the furnishing of any materials to the leased premises, or any part thereof, nor as giving Lessee any right, power, or authority to contract for or permit the rendering of any services or the furnishing of any materials that would give rise to any mechanic’s, materialman’s or other lien against the leased premises. In the event any such lien is attached to the leased premises, and Lessee fails to timely take either action set forth in subclause (a) or (b) below of this section, then, in addition to any other right or remedy of Lessor, Lessor may, but shall not be obligated to obtain the release of or otherwise discharge the same. Any amount paid by Lessor for any of the aforesaid purposes shall be paid by Lessee to Lessor on demand as additional rent. If such a lien is filed, then Lessee shall, within ten (10) days after Lessor has delivered notice of the filing thereof to Lessee (or such earlier time period as may be necessary to prevent the forfeiture of the leased premises, the Building, the Land or any interest of Lessor therein or the imposition of a civil or criminal fine with respect thereto), either: (a) pay the amount of the lien and cause the lien to be released of record; or (b) diligently contest such lien and deliver to Lessor a bond or other security reasonably satisfactory to Lessor.

ARTICLE 7.00 CASUALTY AND INSURANCE

7.01 Substantial Destruction . If the leased premises should be totally destroyed by fire or other casualty, or if the leased premises should be damaged so that rebuilding or repairs cannot reasonably be completed within one hundred eighty (180) days after the occurrence of such casualty (as estimated by Lessor in the exercise of its reasonable business judgment), then Lessee may, at its option, terminate this Lease, in which event the rent shall be abated for the unexpired portion of the Lease, effective as of the date of the damage; provided, however, in the event such damage occurs during the last year of the initial term of the Lease (or any extension term), then this Lease shall terminate, and rent shall be abated for the unexpired portion of the Lease, effective as of the date of the damage. Lessor shall notify Lessee of Lessor’s estimate of the time it will take to effectuate such rebuilding or repair as soon after such damage occurs as is possible.

7.02 Partial Destruction . If the leased premises should be partially damaged by fire or other casualty, and rebuilding or repairs can reasonably be completed within one hundred eighty (180) days after the occurrence of such casualty (as estimated by Lessor in the exercise of its reasonable business judgment), this Lease

 

 

 

 

 

 

Radiant Lease for 1727 Kirby Parkway

  

 

  

Page 8 of 19


shall not terminate, and Lessor shall at its sole risk and expense proceed with reasonable diligence to rebuild or repair the leased premises or other improvements to substantially the same condition in which they existed prior to the damage. If the leased premises are to be rebuilt or repaired and are untenantable in whole or in part following the damage, and the damage or destruction was not caused or contributed to by the act or negligence of Lessee, its agents, employees, invitees or those for whom Lessee is responsible, the rent payable under this Lease during the period for which the leased premises are untenantable shall be adjusted to such an extent as may be fair an


 
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