Exhibit 10.29
STANDARD FORM COMMERCIAL
LEASE
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1. PARTIES
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LESSOR: FPK Realty LLC, located at 105 Bartlett
Street, Marlborough, MA
LESSEE: LiveWire Mobile, Inc., located at
One Monarch Drive, Littleton, MA
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2. PREMISES
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LESSOR hereby leases to LESSEE, the following
described premises:
Approximately 1,474 rentable square feet of lab
space located on the first floor at One Monarch Drive, Littleton,
MA, together with the right to use in common, with others entitled
thereto, the hallways, stairways, and elevators, necessary for
access to said leased premises, and lavatories nearest thereto. The
final rentable square footage shall be determined by an architect
and agreed to by LESSOR and LESSEE.
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3. TERM
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The term of this lease shall be for five
(5) years and two and a half (2.5) months, with a target
commencement date of May 1, 2008 and ending on June 30,
2013. However, in no event shall the lease commence prior to the
substantial completion of LESSEE requested improvements and the
receipt of a Certificate of Occupancy from the town.
If the LESSOR, due to delay by the LESSOR,
cannot deliver the leased premises for occupancy by the LESSEE by
May 1, 2008, then the LESSEE’S rent shall be credited on
a day for day basis. If the LESSOR cannot deliver the leased
premises for occupancy by the LESSEE by June 1, 2008, the
LESSEE, at the LESSEE’S election, shall have a one-time right
to terminate the lease without cause and without any payments due
to the LESSOR.
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4. RENT
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During months 1-2.5 of the lease term, the
LESSEE shall not be responsible for paying fixed rent. During
months 2.5-63 of the lease term, the LESSEE shall pay to the LESSOR
fixed rent in advanced monthly installments of $2,948.00 (this
equates to $24.00 per rentable square foot). All rent shall be
payable without offset or deduction.
At the time the actual rentable square footage
is determined by the architect and agreed to by LESSOR and LESSEE,
the LESSOR and LESSEE shall execute an addendum that details the
exact rent due under the term of the lease based on the actual
rentable square footage.
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5. SECURITY DEPOSIT
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LESSOR does not require LESSEE to provide a
security deposit for the premises described above.
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6. REAL ESTATE TAXES & OPERATING
EXPENSES
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Real estate taxes and operating expenses other
than the LESSEE’s electricity usage and the cleaning of the
leased premises shall be included in the Rent for the term of the
lease. LESSEE shall not be responsible for any escalations or
pass-throughs of LESSOR’S expenses for the leased premises at
any point during the term of the lease, including capital
repairs.
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7. UTILITIES
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The LESSEE shall pay, as they become due, all
bills for electricity that is furnished to the leased premises
which shall be separately check-metered. The LESSOR agrees to
provide all other utility service and to furnish responsibly hot
and cold water and reasonable heat and air conditioning to the
leased premises, the hallways, stairways, elevators, and lavatories
during normal operating hours on regular business days of the
heating and air conditioning seasons of each year, to furnish
elevator service and to light passageways and stairways during
normal operating hours, and to furnish such cleaning service to the
common areas as is customary in similar buildings in said city or
town, all subject to interruption due to any accident, or to the
making of repairs, alterations, or improvements, to labor
difficulties, to trouble in obtaining fuel, electricity, service,
or supplies from the sources from which they are usually obtained
for said building, or to any cause beyond the LESSOR’s
control. The normal operating hours for the building are
6:00 a.m. to 6:00 p.m. Monday through Friday and
9:00 a.m. to 1:00 p.m. on Saturday, except during major
holidays.
LESSOR shall have no obligation to provide
utilities or equipment other than the utilities and equipment
within the premises as of the commencement date of this lease. In
the event LESSEE requires additional utilities or equipment, the
installation and maintenance thereof shall be the LESSEE’s
sole obligation, provided that such installation shall be subject
to
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the written consent of the LESSOR.
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8. USE OF LEASED PREMISES
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The LESSEE shall use the leased premises only
for the purpose of general office, material assembly, material
storage and research and development purposes as permitted per
code. LESSOR hereby represents and warrants to LESSEE that the
zoning classification, local laws and ordinances applicable to the
leased premises, as of the date of the execution of the lease,
allow for the use of the leased premises for all of the uses stated
above.
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9. COMPLIANCE WITH LAWS
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The LESSEE acknowledges that no trade or
occupation shall be conducted in the leased premises or use made
thereof which will be unlawful, improper, noisy or offensive, or
contrary to any law or any municipal by-law or ordinance in force
in the city or town in which the premises are situated. Without
limiting the generality of the foregoing (a) the LESSEE shall
not bring or permit to be brought or kept in or on the leased
premises or elsewhere on the LESSOR’s property any hazardous,
toxic, inflammable combustible or explosive fluid, material,
chemical substance, including without limitation any item defined
as hazardous pursuant to Chapter 21E of the Massachusetts General
Laws; and (b) the LESSEE shall be responsible for compliance
with requirements imposed by Americans with Disabilities Act
relative to the furnishings and/or equipment layout of the leased
premises and any work performed by the LESSEE therein.
LESSOR shall deliver the leased premises to
LESSEE in full compliance with ADA regulations and shall be
responsible for maintaining the same during the entire term of the
lease.
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10. FIRE INSURANCE
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The LESSEE shall not permit any use of the
leased premises which will make violable any insurance on the
property of which the leased premises are a part, or on the
contents of said property or which shall be contrary to any law or
regulation from time to time established by the New England Fire
Insurance Rating Association, or any similar body succeeding to its
powers. The LESSEE shall on demand reimburse the LESSOR, and all
other tenants, all extra insurance premiums caused by
LESSEE’s uses of the premises.
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11. MAINTENANCE
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A. LESSEE’S OBLIGATIONS
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The LESSEE agrees to maintain the leased
premises in good condition, reasonable wear and tear and damage by
fire and other casualty only excepted. The LESSEE shall not permit
the leased premises to be overloaded, damaged, stripped, or
defaced, nor suffer any waste. LESSEE shall obtain written consent
of LESSOR before erecting any sign on the premises and such consent
shall not be unreasonably withheld, delayed or
conditioned.
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B.
LESSOR’S
OBLIGATIONS
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The LESSOR agrees to maintain the structure of
the building, including but not limited to the roof, parking areas
and parking area lighting, of which the leased premises are a part,
common areas, including the parking areas, and all HVAC and other
systems serving the leased premises of the same condition as it is
at the commencement of the term or as it may be put in during the
term of this lease, reasonable wear and tear, damage by fire and
other casualty only excepted, unless such maintenance is required
because of the LESSEE or those for whose conduct the LESSEE is
legally responsible.
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12. ALTERATIONS-ADDITIONS
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The LESSEE shall not make structural alterations
or additions to the leased premises, but may make non-structural
alterations provided the LESSOR consents thereto in writing, which
consent shall not be unreasonably withheld or delayed. All such
allowed alterations shall be at the LESSEE’s expense and
shall be in quality at least equal to the present construction.
LESSEE shall not permit any mechanics’ liens, or similar
liens, to remain upon the leased premises for labor and material
furnished to LESSEE or claimed to have been furnished to LESSEE in
connection with work of any character performed at the direction of
LESSEE and shall cause any such lien to be released of record
forthwith without cost to LESSOR. For any and all structural
alterations or additions to the leased premises made by the LESSOR,
or by the LESSEE with prior approval of the LESSOR, there is no
obligation for the LESSEE to restore the leased premises to its
previous condition at the expiration or termination of the
lease.
Any alteration made by the LESSEE shall become
the property of the LESSOR at the termination of occupancy as
provided herein, unless otherwise agreed at the time of
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LESSOR’S approval and LESSEE’S
installation.
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13. ASSIGNMENT-SUBLEASING
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The LESSEE shall be entitled to assign or sublet
the whole or any part of the leased premises to an affiliated
company without LESSOR’S consent so long as such affiliated
company is of equal or better credit than LESSEE. The LESSEE shall
not assign or sublet the whole or any part of the leased premises
to any third party, including other tenants in the building,
without LESSOR’S prior written consent which shall not be
reasonably withheld, delayed or conditioned. Notwithstanding such
consent, LESSEE shall remain liable to LESSOR for the payment of
all rent and for the full performance of the covenants and
conditions of this lease. Any profits arising from a sublease shall
be split between LESSOR and LESSEE on an equal basis after first
deducting all of LESSEE’S reasonable sublease transaction
expenses.
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14. SUBORDINATION
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This lease shall be subject and subordinate to
any and all mortgages, deeds of trust and other instruments in the
nature of a mortgage, now or at any time hereafter, a lien or liens
on the property of which the leased premises are a part and the
LESSEE shall, when requested, promptly execute and deliver such
written instruments as shall be necessary to show the subordination
of this lease to said mortgages, deeds of
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