EXHIBIT 10.27
Kellis Commercial Inc.
2115 S. 56th St.,
Suite 205 / Tacoma, Washington 98409 / (206) 475-4363
BROADWAY PLACE
OFFICE BUILDING LEASE
1. PARTIES
This Lease, dated,
for reference purposes only, March 7, 2000, is made by and between
Shaub Properties Inc. (herein called “Landlord”) and
Advance TelCom Group, Inc., a California Corporation (herein called
“Tenant”).
2. PREMISES
Landlord does
hereby lease to Tenant and Tenant hereby leases from Landlord that
certain office space (herein called “Premises”)
indicated on Exhibit “A-1” (less the generator
area) attached hereto and made a part hereof located in that
certain building on the real property legally described on
Exhibit “A3’’ at the address known as 1124
Broadway, Tacoma, WA 98402 (“Building”), said Premises
being agreed, for the purpose of this Lease, to have (a) an area of
approximately 3110 square feet on the second floor of the Building
for offices use. The parties hereto understand and agree that
the square footage references set forth above are for reference
purposes only and the accuracy thereof is not warranted by the
Landlord and any inaccuracy therein shall not effect the rent or
Tenant’s share of operating expenses payable under this
Lease.
Said Lease is
subject to the terms, covenants and conditions herein set forth and
the Tenant covenants as a material part of the consideration for
this Lease to keep and perform each and all of said terms,
covenants and conditions by it to be kept and performed and that
this Lease is made upon the condition of said
performance.
3. TERM
The term of this
Lease shall be for 9 years and 10 months, commencing on the 1
st day of April 2000 and ending on the 31 st
day of January 2009.
4.
POSSESSION
The Lease shall
commence on April 1, 2000. If the Commencement Date has not
occurred for any reason whatsoever on or before April 1,2000, then,
as Tenant’s sole remedy, Tenant may terminate the Lease by
written notice to Landlord, whereupon any monies previously paid by
Tenant to Landlord shall be reimbursed to Tenant.
5. RENT
Tenant agrees to
pay to Landlord as rental, without prior notice or demand, for the
Premises the sum of $2,332.50, beginning on April 1, 2000 and a
like sum on or before the first day of each and every successive
calendar month thereafter during the term hereof; provided ,
no rent shall be payable on April 1, 2000 or May 1, 2000 (free rent
period). Thereafter the monthly rent rate beginning February
1,2001 shall be $2402.48, the monthly rent beginning February 1,
2002 shall be $2,475.04, monthly rent beginning February 1, 2003
shall be $2,550.20. Said
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rental shall be
paid to Landlord, without deduction or offset in lawful money of
the United States of America, which shall be legal tender at the
time of payment in Tacoma, Washington, or to such other person or
at such other place as Landlord may from time to time designate in
writing. On the first day of the fifth lease year, and
annually thereafter, the then current fixed monthly rental shall be
increased but in no event decreased by the percentage by which the
U.S. All Urban Consumer Price Index (1982-1984 equals 100)
(“Index”), as published by the U.S. Department of
Labor, Bureau of Labor Statistics, for the previous calendar month,
shall have increased from the said price index for 12 months
prior. In the event the said Index shall hereafter he
converted to a different standard reference base or otherwise
revised, the determination of the percentage increase shall be made
with the use of such conversion factor, formula or table for
converting the Index as may be published by the Bureau of Labor
Statistics. In the event the Index shall cease to be
published, then, for the purposes of this paragraph, there shall be
substituted for the Index such other Index as Landlord and Tenant
shall agree upon, and, if they are unable to agree within ninety
(90) days after the Index ceases to he published, such matters
shall be determined by arbitration in accordance with the
Commercial Arbitration Rules of the American Arbitration
Association. Rent for any period during the term hereof which
is for less than one (1) month shall be a prorated portion of the
monthly installment herein, based upon a thirty- (30) day
month. Rental shall be paid to Landlord, c/o Kellis
Commercial Inc., 2115 S. 56th St. Suite 205, Tacoma, WA, 98409,
without deduction or offset. In addition to the base rental
described herein, Tenant agrees to pay Landlord the following
additional rental:
(a)
Whenever, for any calendar year, Landlord’s estimated
operating expenses of the Building, as defined herein, are greater
than the actual operating expenses for the base year which is 2000,
then in addition to the monthly rental described above, Tenant
shall pay such increased expenses as additional rent.
Payments shall be increased effective January 1, and on the same
date of each month thereafter, by an amount equal to one-twelfth
(1/12th) of the estimated increase in operating expenses.
(b)
The term “operating expenses,” as used herein, shall
mean any and all expenses, costs and amounts incurred by the
Landlord in connection with the ownership, servicing, operation,
maintenance, repair and/or management of the Building, and related
exterior appurtenances, and the cost of any services or capital
expenditures incurred in order to achieve a reduction of any
operating expenses (such capital expenditures shall be amortized
over the useful life of the relevant improvements) and shall
include real estate taxes. Operating expenses shall include
the following costs by way of illustration, but no limitation; real
estate taxes and assessments levied on the Building and the real
property upon which the Premises is located; utilities and
services; insurance premiums (provided, in the event that at any
time during the term hereof Landlord obtains insurance not carried
during the base year, only the increase over what such policy would
have cost during such base year, as reasonably determined by
Landlord, shall be included as an operating expense); licenses,
permits and inspection fees; accounting, legal, inspection,
consulting and other services; wages, salaries and other
compensation and benefits for all persons engaged in the operation,
maintenance or security of the Premises; operation, repair and
maintenance of all systems and equipment and components thereof,
including replacement of components, janitorial service, alarm and
security service, window cleaning, trash removal, elevator
maintenance, if any, cleaning of walks, parking facilities and
building walls, removal of ice and snow, replacement of wall and
floor coverings, ceiling tiles and fixtures in lobbies, corridors,
bathrooms and other common or public areas or facilities,
maintenance and replacement of shrubs, trees, grass, sod and other
landscaped items, irrigation
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systems,
drainage facilities, fences, curbs, and walkways, re-paving and
re-striping parking facilities, and roof repairs; and all other
costs of maintenance and management of the Building.
Operating expenses shall not include capital improvements (other
than those specified in the third line of this subparagraph above);
expenses of painting, decorating and alteration of other than
public areas; interest and amortization of mortgages; depreciation
of the Building; income or franchise taxes or other such taxes
imposed or measured by the net income of the Landlord from
operation of the Building and related exterior appurtenances.
“Operating Expenses” shall also not include and Tenant
shall in no event have any obligation to perform or to pay
directly, or to reimburse Landlord for, all or any portion of the
following: (a) costs occasioned by the act, omission or
violation of current and existing law by Landlord, or their
respective agents, employees or contractors; (b) costs to correct
any construction defect in the Premises or the Building or to
comply with any CC&Rs requirement or law applicable to the
Premises or the Building in effect on the Commencement Date; (c)
insurance deductibles or other costs occasioned by casualty in
excess of $50,000 with respect to any single claim; and (d) costs
incurred in connection with the presence of any Hazardous Material,
except to the extent caused by the use, release or emission of the
Hazardous Material in question by Tenant. If the operating
expenses in the base year are not based on a fully leased Building,
then such amounts shall be increased to reflect a fully leased
Building.
(c)
The parties agree that Tenant’s pro rata share of operating
expenses shall be
%, representing the
ratio that the approximate rentable area of the space contained in
the Building.
(d)
Within forty-five (45) days following the end of each calendar
year, Landlord shall furnish to Tenant a statement certified as
correct by an officer of Landlord, showing the operating expenses
incurred by Landlord during such period. If Tenant’s
pro rata share of operating expenses incurred shall exceed the
payments made, Tenant shall pay Landlord the deficiency within ten
(10) days after receipt of such statement. If Tenant’s
payments exceed the operating expenses. Tenant may offset the
excess against estimated operating expense rental payments next
coming due. Tenant may audit the books, records and
supporting documents of Landlord to the extent necessary to
determine the accuracy of the foregoing statement during normal
business hours. Such audit, if
will occur
within one hundred eighty (180) days after Tenant receives such
notice. Tenant shall bear the cost of such audit, unless such
audit discloses
Landlord has overstated Tenant’s pro rata share of operating
expenses by more than ten percent (10%) of the actual amount of
such costs, in which event Landlord shall pay the cost of
Tenant’s audit. Landlord shall promptly refund any
overcharges to Tenant.
(e)
If the Commencement Date is other than January 1, or if the
termination date is other than December 31, Tenant’s
proportionate share of any increased operating expense for such
year shall be pro rated based upon a 365 day year.
(f)
Even though the term has expired and Tenant has vacated the
Premises, when the final determination is made of Tenant’s
proportionate share of operating expenses for the year in which
this Lease terminates, Tenant shall pay any increase due over the
estimated expenses paid and conversely any
payment, less any amounts due
Landlord hereunder, shall be rebated by Landlord to Tenant.
6. SECURITY
DEPOSIT
As partial
consideration for the execution of this Lease, the Tenant has this
day paid the Landlord the sum of $2,550.20, the receipt of which is
hereby acknowledged. If Tenant defaults with respect to any
provision of this Lease beyond applicable notice and cure periods,
including,
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but not limited to
the provisions relating to the payment of rent, Landlord may (but
shall not be required to) use, apply or retain all or any part of
said deposit for the payment of any rent or any other sum in
default, or for the payment of any amount which Landlord may spend
or become obligated to spend by reason of Tenant’s default,
or to compensate Landlord for any other loss or damage which
Landlord may suffer by reason of Tenant’s default. If
any portion of said deposit is so used or applied, Tenant shall
within five (5) days after written demand therefore, deposit cash
with Landlord in an amount sufficient to restore said deposit to
its original amount and Tenant’s failure to do so shall be a
material breach of this Lease. Landlord shall not be required
to keep said deposit separate from its general funds, and Tenant
shall not be entitled to interest on said deposit. Tenant
agrees that Landlord is not a trustee of said deposit and may
commingle it, use it in ordinary business, transfer or assign it,
or use it in any combination of those ways. If Tenant is not
in default beyond applicable notice and cure periods, said deposit
shall be credited on the payment of the last month’s minimum
rental of the term of this Lease or to any outstanding sum owed to
Landlord by Tenant at the expiration of this Lease.
7. USE
Tenant shall use
the Premises for telephone switching equipment and general office
purposes including marketing, sales and customer services and shall
not use or permit the Premises to be used for any other purpose
without the prior written consent of Landlord.
Tenant shall not
do or permit anything to be done in or about the Premises nor bring
or keep anything therein which will in any way (a) increase the
existing rate of or affect any fire or other insurance upon the
Building or any of its contents, unless Tenant obtains the prior
written consent of Landlord and Tenant pays such increase or (b)
cause cancellation of any insurance policy covering said Building
or any part thereof or any of its contents. Tenant shall not
do or permit anything to be done in or about the Premises which
will in any way obstruct or interfere with the rights of other
tenants or occupants of the Building or injure or annoy them or use
or allow the Premises to be used for any improper, immoral,
unlawful or objectionable purpose, nor shall Tenant cause, maintain
or permit any nuisance in, on or about the Premises. Tenant
shall not commit or suffer to be committed any waste in or upon the
Premises.
8. COMPLIANCE WITH
LAW
Tenant shall not
use the Premises or permit anything to be done in or about the
Premises which will in any way conflict with any law, statute,
ordinance or governmental rule or regulation now in force or which
may hereafter be enacted or promulgated. Tenant shall, at its
sole cost and expense, promptly comply with all laws, statutes,
ordinances and governmental rules, regulations or requirements now
in force or which may hereafter be in force, and with the
requirements of any board of fire insurance underwriters or other
similar bodies now or hereafter constituted, relating to, or
affecting the condition, use or occupancy of the Premises,
excluding the making of structural changes not related to or
affected by Tenant’s improvements or acts (which shall be the
responsibility of Landlord). The judgment of any court of
competent jurisdiction or the admission of Tenant in any action
against Tenant, her Landlord be
a party thereto or not, that Tenant has violated any law, statute,
ordinance or governmental rule, regulation or requirement, shall be
conclusive of that fact as between the Landlord and Tenant.
Landlord warrants and represents that, as of the date hereof, to
the best of Landlord’s knowledge, the Premises and the
Building comply with all applicable laws, rules, regulations,
codes, and ordinances.
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9. ALTERATIONS AND
ADDITIONS
Tenant shall not
make or suffer to be made any alterations, additions or
improvements to or of the Premises or any part thereof without the
written consent of Landlord first had and obtained and any
alterations, additions or improvements to or of said Premises,
including, but not limited to, wall covering, paneling and built-in
cabinet work, but excepting movable furniture and trade fixtures,
shall on the expiration of the term become a part of the realty and
belong to the Landlord and shall be surrendered with the
Premises. In the event Landlord consents to the making of any
alterations, additions or improvements to the Premises by Tenant,
the same shall be made by Tenant at Tenant’s sole cost and
expense, and any contractor or person selected by Tenant to make
the same must first be approved of writing by the Landlord.
Upon the expiration or sooner termination of the term hereof,
Tenant shall, upon written demand by Landlord, given at least
thirty (30) days prior to the end of the term, at Tenant’s
sole cost and expense, forthwith and with all due diligence remove
any alterations, additions, or improvements made by Tenant,
designated by Landlord to be removed, and Tenant shall, forthwith
and with all due diligence at its sole cost and expense, repair any
damage to the Premises caused by such removal. Landlord
hereby consents to the Tenant Improvements set forth on the space
plan on Attachment 1 attached hereto, which shall be at
Tenant’s sole cost and expense. In addition, Tenant may
construct nonstructural alterations in the Premises without
Landlord’s prior approval; provided that (a) the cost of any
project does not exceed $5,000.00; and (b) Tenant shall give
Landlord prior notice of such improvements as required by Article
11 hereof. Trade fixtures, furniture, equipment and other
personal property installed by the Tenant in the Premises
(“Tenants Property”) shall at all times be and remain
Tenant’s property. Tenant may at any time remove
Tenant’s Property from the Premises, provided that Tenant
repairs all damage caused by such removal and Tenant is not then in
default under this Lease.
10. REPAIRS
a.
By taking possession of the Premises, Tenant shall be deemed to
have accepted the Premises in its present condition. Tenant
shall, at Tenant’s sole cost and expense, keep the Premises
and every part thereof in good condition and repair, damage thereto
from causes beyond the reasonable control of Tenant and ordinary
wear and tear excepted. Tenant shall upon the expiration or
sooner termination of this Lease hereof surrender the Premises to
the Landlord in good condition, ordinary wear and tear and damage
from causes beyond the reasonable control of Tenant excepted.
Landlord shall have no obligation whatsoever to alter, remodel,
improve, decorate or paint the Premises or any part thereof and the
parties hereto affirm that Landlord has made no representations or
warranties to Tenant respecting the condition of the Premises or
the Building except as specifically herein set forth.
b.
Notwithstanding the provisions of Article 10.a. hereinabove,
Landlord shall repair and maintain the structural portions of the
Building, including, without limitation, the roof, foundation,
floor slab, exterior walls and interior structural supports and the
basic plumbing, air-conditioning, heating, and electrical systems,
installed or furnished by Landlord, unless such maintenance and
repairs are caused in part or in whole by the act, neglect, fault
or omission of any duty by the Tenant, its agents, servants,
employees or invitees, in which case Tenant shall pay to Landlord
the all costs of such maintenance and repairs. Tenant shall
maintain any air conditioning, heating or electrical systems
installed by Tenant or necessary for Tenant beyond the basic
systems currently on the Premises. Landlord shall not be
liable for any failure to make any such repairs or to perform any
maintenance unless such failure shall persist for an unreasonable
time after written notice of the need of such repairs or
maintenance is given to
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Landlord by
Tenant. Except as provided in Article 21 hereof, there shall
be no abatement of rent and no liability of Landlord by reason of
any injury to or interference with Tenant’s business arising
from the making of any repairs, alterations or improvements in or
to any portion of the Building or the Premises or in or to
fixtures, appurtenances and equipment therein, Tenant waives the
right to make repairs at Landlord’s expense under any law,
statute or ordinance now or hereafter in effect.
c.
In the event Landlord fails to perform any of its obligations
herein or under the Lease and (except in case of emergency posing
an immediate threat to persons or property, in which case no prior
notice shall be required) fails to cure such default within thirty
(30) days after written notice from Tenant specifying the nature of
such default where such default could reasonably be cured within
said thirty (30) day period, or fails to commence such cure within
said thirty (30) day period and thereafter continuously with due
diligence prosecute such cure to complete where such default could
not reasonably be cured within said thirty (30) day period, then
Tenant shall have the right, but not the obligation, to cure such
default and to demand reimbursement by landlord of the cost of such
cure, with interest thereon at the rate of ten percent (10%) per
annum from the date of the expenditure until repaid.
11. LIENS
Tenant shall keep
the Premises and the real property on which the Premises are
situated free from any liens arising out of any work performed,
materials furnished or obligations incurred by Tenant. Tenant
shall provide Landlord with at least ten (10) days notice of any
alterations that Tenant will make to the Premises in order that
Landlord may post notices of nonresponsibility with respect to such
alterations. Tenant shall immediately cause any lien on the
Building in connection with alterations made by Tenant to be
discharged or removed of record by either paying the amount thereof
or obtaining a lien release bond in an amount equal to one hundred
fifty percent (150%) of the amount of said lien.
12. ASSIGNMENT AND
SUBLETTING
Tenant shall not
either voluntarily or by operation of law, assign, transfer,
mortgage, pledge, hypothecate or encumber this Lease or any
interest therein, and shall not sublet the Premises or any part
thereof, or any right or privilege appurtenant thereto, or suffer
any other person (the employees, agents, servants and invitees of
Tenant excepted) to occupy or use the Premises, or any portion
thereof, without the written consent of Landlord first had and
obtained, which consent shall not be unreasonably withheld, and a
consent to one assignment, subletting, occupation or use by any
other person shall not be deemed to be a consent to any subsequent
assignment, subletting, occupation or use by another person.
Any such assignment or subletting without such consent shall be
void, and shall, at the option of the Landlord, constitute a
default under this Lease, except however, Tenant may, with prior
notice, but without Landlord’s prior written consent, sublet
the Premises or assign the Lease to (a) a subsidiary, affiliate
division or corporation controlling, controlled by or under common
control with Tenant, (b) a successor corporation related to Tenant
by merger, consolidation, or non bankruptcy reorganization, or (c)
the purchaser of substantially all of Tenant’s assets.
A sale or transfer of Tenant’s capital stock shall not be
deemed an assignment, subletting or any other transfer of the
Lease.
13. HOLD
HARMLESS
Except to the
extent of the negligence or willful misconduct of Landlord or
its’ agents, contractors or invitees, Tenant shall indemnify
and hold harmless Landlord against and from any
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and all claims
arising out of or in connection with Tenant’s use or
occupancy of the Premises or from any activity, work, or other
thing done, permitted or suffered by the Tenant in or about the
Building, and shall further indemnify and hold harmless Landlord
against and from any and all claims arising from any breach or
default in the performance of any obligation on Tenant’s part
to be performed under the terms of this Lease, or arising from any
act or negligence of the Tenant, or any officer, agent, employee,
guest, or invitee of Tenant, and from all and against all costs,
attorney’s fees, expenses and liabilities incurred in or
about any such claim or any action or proceeding brought thereon,
and, in any case, action or proceeding be brought against Landlord
by reason of any such claim, Tenant upon notice from Landlord shall
defend the same at Tenant’s expense by counsel reasonably
satisfactory to Landlord.
Landlord or its
agents shall not be liable for any damage to property entrusted by
Tenant to agents or employees of Landlord (i.e., janitorial help),
nor for loss or damage to any property by theft or otherwise, nor
for any injury to or damage to persons or property resulting
from fire, explosion, falling plaster, steam, gas,
electricity, water or rain which may leak from any part of the
Building or from the pipes, appliances or plumbing works therein or
from the roof, street or subsurface or from any other place
resulting from dampness or any other cause whatsoever, except to
the extent of the negligence or willful misconduct of Landlord or
its’ agents, contractors or invitees. Landlord or its
agents shall not be liable for interference with the light or other
incorporeal hereditaments, loss of business by Tenant, nor shall
Landlord be liable for any latent defect in the Premises or in the
Building. Tenant shall give prompt notice to Landlord in case
of fire or accidents in the Premises or in the Building or of
defects therein or in the fixtures or equipment.
Tenant agrees to
defend and hold harmless Landlord from any and all claims for
damages suffered or alleged to be suffered in or about the
Premises, by any employee or other person, or any firm or
corporation, except to the extent of the negligence or willful
misconduct of Landlord or it’s agents, contractors or
invitees.
14.
INSURANCE/SUBROGATION
Landlord shall
maintain “all risk” property insurance insuring against
risk of loss or damage to the Premises for the full replacement
cost thereof. Notwithstanding anything to the contrary herein
or in the Lease, the parties hereto release each other and their
respective agents, employees, successors and assigns from all
liability for damage to any property that is actually covered by
property insurance in force or which would normally be covered by
full replacement value “all risk” property insurance,
without regard to the negligence or willful misconduct of the
entity so released. Each party shall cause each insurance
policy it obtains to include a waiver of subrogation regarding the
liabilities released hereby. All of Landlord’s and
Tenant’s repair and indemnity obligations under the Lease
shall be subject to the waiver contained in this
paragraph.
15. LIABILITY
INSURANCE
Tenant shall, at
Tenant’s expense, obtain and keep in force during the term of
this Lease a policy of comprehensive public liability insurance
with minimum amounts of $1,000,000.00 per Occurrence and an
aggregate limit of $2,000,000.00 for property damage, and combined
limits of $1,000,000.00 per Occurrence and an aggregate limit of
$2,000,000.00 per individual and per incident for personal and
bodily injury, insuring Landlord and Tenant against liability
arising out of the ownership, use, occupancy or maintenance of the
Premises and all areas appurtenant thereto. The limit of said
insurance shall not, however, limit the liability of the Tenant
hereunder. Tenant may carry said insurance under a blanket
policy, providing, however, said
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insurance by
Tenant shall list Landlord as Primary Additional Insured. If
Tenant shall fail to procure and maintain said insurance, Landlord
may, but shall not be required to, procure and maintain same, but
at the expense of Tenant. Insurance required hereunder, shall
be in companies rated A-VII or better in “Best’s
Insurance Guide”. Tenant shall deliver to Landlord
prior to occupancy of the Premises copies of policies of liability
insurance required herein or certificates evidencing the existence
and amounts of such insurance with loss payable clauses
satisfactory to Landlord naming Landlord as Primary Additional
Insured. No policy shall be cancelable or subject to
reduction of coverage except after thirty (30) days prior written
notice to Landlord. Tenant shall also at its own expense
maintain, during the Lease Term, and at any time prior to the Lease
Term commencing with the date on which the Tenant is given
possession of the Premises for any reason, insurance covering its
furniture, fixtures, equipment, all leasehold improvements and
inventory in an amount equal to not less than 100% of the full
replacement value thereof.
16. SERVICES AND
UTILITIES
Landlord agrees to
furnish to the Premises during reasonable hours of generally
recognized business days, to be determined by Landlord at its
reasonable discretion, and subject to the rules and regulations of
the Building of which the Premises are a part, water, refuse
services and sanitary sewer. Landlord shall also maintain and
keep lighted the common stairs, common entries and wash exterior
windows of the Building of which the Premises are a part.
Landlord shall not be liable for, and Tenant shall not be entitled
to, any reduction of rental by reason of Landlord’s failure
to furnish any of the foregoing when such failure is caused by
accident, breakage, repairs, strikes, lockouts or other labor
disturbances or labor disputes of any character, or by any other
cause, similar or dissimilar, beyond the reasonable control of
Landlord. Landlord shall not be liable under any
circumstances for a loss of or injury to property, however
occurring, through or in connection with or incidental to failure
to furnish any of the foregoing. Wherever heat generating
machines or equipment are used in the Premises which affect the
temperature otherwise maintained by the air conditioning system,
Landlord reserves the right to install supplementary air
conditioning units in the Premises and the cost thereof, including
the cost of installation, and the cost of operation and maintenance
thereof shall be paid by Tenant to Landlord upon demand by
Landlord. Tenant shall provide and pay for janitorial service
to the Premises arrange for and separately meter and pay for
electrical service and shall replace lamps in all light fixtures
within the Premises.
17. PROPERTY
TAXES
Tenant shall pay,
or cause to be paid, before delinquency, any and all taxes levied
or assessed and which become payable during the term hereof upon
Tenant’s leasehold improvements, equipment, furniture,
fixtures and personal property located in the Premises. In
the event any or all of the Tenant’s leasehold improvements,
equipment, furniture, fixtures and personal property shall be
assessed and taxed with the Building. Tenant shall pay to
Landlord its share of such taxes within ten (10) days after
delivery to Tenant by Landlord of a statement in writing setting
forth the amount of such taxes applicable to Tenant’s
property.
18. RULES AND
REGULATIONS
Tenant shall
faithfully observe and comply with the rules and regulations that
Landlord shall from time to time promulgate. Landlord
reserves the right from time to time to make all reasonable
modifications to said rules. The additions and modifications
to those rules shall be
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binding upon
Tenant upon delivery of a copy of them to Tenant. Landlord
shall not be responsible to Tenant for the nonperformance of any
said rules by any other tenants or occupants.
19. HOLDING
OVER
If Tenant remains
in possession of the Premises or any part thereof after the
expiration of the term hereof, such occupancy shall be a tenancy
from month to month, terminable on thirty (30) days written notice
from either party to the other, at a rental in the amount of 125%
of the last monthly rental, plus all other charges payable
hereunder, and upon all the terms hereof applicable to a month to
month tenancy unless so modified and/or extended by Landlord in
writing and attached to said Lease.
20. ENTRY BY
LANDLORD
Landlord reserves
and shall at any and all time, upon twenty-four hour advanced
notice to the Tenant, have the right to enter the Premises, inspect
the same, supply any service to be provided by Landlord to Tenant
hereunder, to submit said Premises to prospective purchasers or
tenants to post notices of non-responsibility, and to alter,
improve or repair the Premises and any portion of the Building of
which the Premises are a part that Landlord may deem necessary or
desirable, without abatement of rent and may for that purpose erect
scaffolding and other necessary structures where reasonably
required by the character of the work to be performed, always
providing that the entrance to the Premises shall not be blocked
thereby, and further providing that the business of the Tenant
shall not be interfered with unreasonably. Tenant hereby
waives any claim for damages or for any injury or inconvenience to
or interference with Tenant’s business, any loss of occupancy
or quiet enjoyment of the Premises, and any other loss occasioned
thereby. Any entry by Landlord and Landlord’s agents
shall not impair Tenant’s operations more than reasonable
necessary. Notwithstanding any of the above, Landlord shall
have the right of immediate entry and the right to use any and all
means which Landlord may deem proper to open doors in the Premises
in an emergency, without liability to Tenant except for any failure
to exercise due care for Tenant’s property. Any entry
to the Premises obtained by Landlord by any of said means, or
otherwise shall not under any circumstances be construed or deemed
to be a forcible or unlawful entry into, or a detainer of, the
Premises, or an eviction of Tenant from the Premises or any portion
thereof. Landlord shall not show the Premises to prospective
tenants prior to the last ninety (90) days of the expiration of the
term including extensions thereto. Notwithstanding anything
to the contrary in the Lease, Landlord shall not have access to the
switch area, except in the event of an emergency, and in the event
of such emergency, must be accompanied by an authorized agent of
Tenant.
21.
RECONSTRUCTION
In the event the
Premises or the Building are damaged by fire or other perils
covered by Landlord’s insurance, Landlord agrees to forthwith
repair the same; and this Lease shall remain in full force and
effect, except that Tenant shall be entitled to a proportionate
reduction of the rent while such repairs are being made, such
proportionate reduction to be based upon the extent to which the
making of such repairs shall materially interfere with the business
carried on by the Tenant in the
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