Exhibit 10.14
First Amendment
Amendment 1 to the Lease dated 28
th day of April 2003
by and between OVERLAKE OFFICE BUILDING LLC
(“Landlord”) and Sound
Health Solutions, Inc. (“Tenant”) for that certain
space commonly known as Suite
B-115 of the Overlake Office Building described
below.
Legal description:
Lots 4 A of Lot Line Adjustment No. SS-83-13,
according to the Lot Line Adjustment recorded under Recording No.
8504100678, being a revision of Lot Line Adjustment recorded under
Recording No. 8501160598, situate in the City of Redmond, County of
King, State of Washington.
It is hereby agreed as follows:
Additional Storage Space
Tenant hereby leases an additional 410 rentable
square feet, Suite B-8, in the basement as storage for
Tenant’s business on a month to month basis commencing May 1,
2005. The rental structure for such storage space is as
follows:
410 sq. ft.
$9.38/sf/yr
$320.48/mo.
All other terms and conditions of the original
Lease shall remain the same.
|
/s/ Joe Yecich
|
5/19/05
|
|
|
|
/s/ Teresa Girolami
|
|
5/19/05
|
|
Overlake Office Building LLC
|
Date
|
|
|
|
Sound Health Solutions
|
|
Date
|
|
Joe Yecich Manager
|
|
|
|
|
|
|
OFFICE LEASE
15446 BEL-RED ROAD BUILDING
LEASE
THIS LEASE is made this 28
th day of April, 2003, by and between Overlake Office
Building LLC (“Landlord”), and Sound Health Solutions,
Inc., a Washington State Corporation
(“Tenant”).
WITNESSETH:
In consideration of the mutual
covenants and agreements set forth below, Landlord and Tenant agree
as follows:
1.
Lease Data; Exhibits
. The following definitions shall
apply, except as otherwise specifically modified herein:
(a)
Building : 15446 Bel-Red Road Building, Suite
#B-15, Redmond, Washington situated on the Land described more
particularly in Exhibit A attached.
(b)
Land : The real property legally described in
Exhibit A attached.
(c)
Premises : Those certain premises with an agreed
area of 6,771 net rentable square feet located on Building Floor(s)
ground floor as crosshatched on the floor plan(s) of the Building
attached hereto as Exhibit B .
(d)
Commencement Date
: October 1, 2003 or such
earlier or later date as is provided in Section 3
hereof.
(e)
Termination Date
: November 30,
2008.
(f)
Rent : The following dollar amounts per month,
as base rent, payable on or before the first day of each
month:
|
10/1/2003 to 11/30/2003 $-0-/mo.
|
|
$-0-/yr.
|
|
-0-/sq. ft.
|
|
12/1/2003 to 11/30/2004
$10,156.50/mo.
|
|
$121,878.00/yr.
|
|
18.00/sq. ft.
|
|
12/1/2004 to 11/30/2005
$10,579.69/mo.
|
|
$126,956.25/yr.
|
|
18.75/sq. ft.
|
|
12/1/2005 to 11/30/2006
$11,002.88/mo.
|
|
$132,034.50/yr.
|
|
19.50/sq. ft.
|
|
12/1/2006 to 11/30/2007
$11,454.28/mo.
|
|
$137,451.30/yr.
|
|
20.30/sq. ft.
|
|
12/1/2007 to 11/30/2008
$11,905.68/mo.
|
|
$142,868.10/yr.
|
|
21.10/sq. ft.
|
Tenant shall also pay additional
rent as provided below.
(g)
Security Deposit
: $22,062.18 of which
$10,156.50 is a Minimum Rent Deposit to be applied to Monthly
Minimum Rent for the third month of the Lease Term and $11,905.68
is a Security Deposit.
(h)
Parking : 27 unassigned spaces.
(i)
Base Year : 2003
(j)
Notice Addresses
:
Landlord:
Overlake Office Building
LLC
c/o Kauri Investments
4014 Aurorn Avenue North, Suite
B
Seattle, WA 98103
1
Tenant:
Before Commencement of
Lease:
Sound Health Solutions,
Inc.
14730 NE 8 th St., Suite
110
Bellevue, WA 98007
After Commencement of
Lease:
Sound Health Solutions,
Inc.
15446 Bel-Red Road, Suite
B-15
Redmond, WA 98052
(k)
Exhibits : The following exhibits are made a part
of this Lease:
Exhibit A – Legal Description
of Land
Exhibit B – Floor Plan of
Premises
Exhibit C – Rider
Exhibit D – Tenant Improvement
Work
Exhibit E – Guaranty of
Lease
Exhibit F – Rules &
Regulations
(l)
Tenant’s Share
: “Tenant’s
Share” shall mean the percentage determined by dividing the
net rentable area of the Premises by the net rentable area of the
Building. If the net rentable area of the Premises or Building is
modified, Landlord shall adjust Tenant’s Share to reflect
such change. As used in this Lease, Landlord and Tenant agree that
Tenant’s Share is .1384 (13.84%).
(m)
Net Rentable Area of the
Building : The
agreed Net Rentable Area of the Building is 48,906 square
feet.
2.
Premises .
(a)
Definition
. Landlord hereby leases to Tenant,
and Tenant hereby leases from Landlord, those certain premises (the
“Premises”) described in Section 1(c) above.
(b)
Changes to Building
. Tenant acknowledges that Landlord
may in its discretion increase, decrease or change the number,
locations and dimensions of any hallways, lobby areas, common areas
and other improvements shown on Exhibit B which are not
within the Premises. Landlord reserves the right from time to time
to (i) install, use, maintain, repair, relocate and replace pipes,
ducts, conduits, wires and appurtenant meters and equipment for
service to the Premises or to other parts of the Building in areas
above the suspended ceiling surfaces, below the floor surfaces,
within the walls and in the central core areas of the Building
within the Premises and elsewhere in the Building; (ii) alter or
expand the Building; and (iii) alter, relocate or substitute any of
the Common Areas referenced in Section 2(d) below.
(c)
Condition . The Premises are leased by Landlord and
accepted by Tenant “As Is” in their present condition.
Unless otherwise agreed to in writing by Landlord and Tenant,
Landlord shall have no obligation to make any alterations or
improvements to the Premises, provided Landlord will perform normal
janitorial cleaning services to the Premises prior to delivery of
the Premises to Tenant.
(d)
Common Areas
: During the lease term Tenant
and its licensees, invitees, customers and employees shall have the
non-exclusive right to use all entrances, lobbies and other public
areas of Building (the “Common Areas”) in common with
Landlord, other Building tenants and their respective licensees,
invitees, customers and employees. Landlord shall at all times have
exclusive control and management of the Common Areas and no
diminution thereof shall be deemed a constructive or actual
eviction or entitle Tenant to compensation or a reduction or
abatement of rent.
3.
Term . The Term of this Lease shall commence on the
first to occur of the following events:(i) the Commencement Date
set forth in Section 1(d) above or (ii) the date on which Tenant
takes possession or commences beneficial occupancy of the Premises
and shall end at midnight on the Termination Date, unless extended
or sooner terminated in accordance with the terms hereof. If
Landlord for any reason cannot deliver possession of the Premises
to Tenant by the Commencement Date specified in Section 1(d) above,
this Lease shall not be void or voidable nor shall Landlord be
liable to Tenant for loss or damage resulting therefrom. In such
event, there shall be a proportionate reduction of all rent for the
period between the specified Commencement Date and the date when
possession of the Premises is in fact
2
tendered to Tenant. Notwithstanding the above,
if Landlord fails to deliver full possession of the Premises by
November 1, 2003, and after thirty (30) days notice by Tenant of
Tenant’s intent to terminate this Lease, this Lease shall
automatically terminate unless possession of the Premises has been
delivered to Tenant. No such failure to provide possession on the
specified Commencement Date shall in any way extend the term of
this Lease.
4.
Rent . Tenant shall pay to Landlord at the address
specified by Landlord, without any set-off or deduction whatsoever,
in lawful money of the United States, as base rent, the rent
specified in Section 1(f) above per month or any part thereof, in
advance on or before the first day of each month of the Lease term.
Rent for partial months shall be prorated. In addition to base
rent, all other sums to be paid under Section 5 and Section 6
hereof and all sums to be paid or reimbursed by Tenant to Landlord
under this Lease, whether or not so designated, shall be
“additional rent” for the purposes of this Lease. If
Tenant defaults in the performance of any of its obligations
hereunder, Landlord may, but shall not be obligated to, perform
such obligations, and the cost thereof to Landlord shall also be
additional rent. Unless otherwise specifically provided herein,
Tenant shall pay Landlord all additional rent within ten (10) days
of demand therefor.
5.
Tenant’s Share of Building
Operating Costs .
(a)
Amount . Before the commencement of each calendar year
during the Lease term, Landlord will notify Tenant in writing of
Landlord’s estimate of Tenant’s Share of estimated
“Building Operating Costs” (defined below) for such
year to the extent such Operating Costs exceed Operating Costs for
the Base Year as defined in Section 1(i). The term
“Tenant’s Share” is defined in Section 1(l) of
this Lease. Tenant shall pay one-twelfth (1/12th) of Tenant’s
Share of such excess in advance on the first day of each month of
such year. Following the end of each year, or at the expiration or
sooner termination of the Lease term, Landlord will compute
Tenant’s Share due under this Section for such year, based on
actual costs, and, if Tenant’s Share for such year is greater
than that already paid by Tenant for such year, Tenant shall pay
Landlord the deficiency within thirty (30) days of Tenant’s
receipt of Landlord’s written notice of the deficiency and
the determination of Tenant’s share. If the total amount paid
for such year exceeds Tenant’s Share, then Landlord shall
credit such excess to the payment of Rent and additional rent which
may thereafter become due; provided, however, upon the expiration
or sooner termination of the Lease term, if Tenant has otherwise
complied with all other terms and conditions of this Lease,
Landlord shall refund such excess to Tenant. If at any time
Landlord obtains additional information regarding expenses,
Landlord may at its election adjust the amount of the monthly
installments due during the balance of the year to reflect such
additional information, by giving Tenant written notice thereof,
which notice shall also state the amount of the deficiency, if any,
in the prior monthly payments for the year. Tenant shall pay any
such deficiency within thirty (30) days of its receipt of the
notice and shall make the adjusted monthly payments for the
remainder of the year.
(b)
Definitions
. For purposes of this Section 5,
the following definitions shall apply:
(i)
“Operating Costs” shall
mean all costs and expenses of every kind and nature (including
reserves) paid or incurred by Landlord for maintaining, operating,
repairing, replacing and administering the Building and Land
(including Common Areas and any and all costs related to the
Reciprocal Easement Agreement with the adjacent property owner),
and the personal property used in conjunction therewith, together
with a sum equal to fifteen percent (15%) of the cost thereof as an
administrative fee, including, without limitation, the costs of
refuse collection, water, sewer, electricity, heat, air
conditioning, fuel, light, fire protection and other utilities and
services; supplies; janitorial and cleaning services; window
washing; snow, garbage and refuse removal; security services and
systems; landscape maintenance; services of independent
contractors; compensation (including employment taxes and fringe
benefits) of all persons who perform duties in connection with the
operation, maintenance, repair, replacement and administration of
the Building and/or Land, its equipment and common areas and
facilities; Landlord’s overhead costs, to the extent
attributable to the Building and/or Land; insurance premiums for
all insurance carried by Landlord with respect to the Building
and/or Land; licenses, permits and inspection fees; subsidies and
other payments required by public bodies and costs incurred in
connection with compliance with governmental requirements
including, but not limited to, public transportation and parking;
management and administrative service fees; legal and accounting
expenses and all other expenses
3
or charges whether or not
hereinabove described which, in accordance with generally accepted
accounting and management practices, would be considered an expense
of maintaining, operating, repairing, replacing and administering
the Building, Land and Common Areas.
(c)
Audit . Tenant shall have the right to inspect
Landlord’s books and records to audit the determination and
allocation of the Operating Costs identified in this Section 5 and
Section 6. If such audit discloses a difference in excess of five
percent (5%) of the Operating Costs computed by Landlord, or if
Landlord’s books and records improperly reflect the
information needed for an accurate determination of the Operating
Costs and Real Property Taxes payable hereunder, Landlord shall
promptly pay to Tenant the cost of the audit and credit or
reimburse to Tenant any overpayment. Any information obtained by
Tenant pursuant to the provisions of this Section shall be treated
as confidential, except that Tenant may use such information as
required for internal accounting purposes and preparation of tax
returns and disclose the same in connection with any administrative
or judicial proceedings in which Tenant is involved and where
Tenant may be required to divulge such information.
6.
Tenant’s Share of Building
Real Property Taxes .
(a)
Amount . Before the commencement of each calendar year
during the Lease term, Landlord will notify Tenant in writing of
Landlord’s estimate of Tenant’s Share of estimated
“Real Property Taxes” (defined below) for such year to
the extent such Real Property Taxes exceed Real Property Taxes for
the Base Year as defined in Section 1(i). the term
“Tenant’s Share” is defined in Section 1(i) of
this Lease. Tenant shall pay one-twelfth (1/12th) of Tenant’s
Share of such excess in advance on the first day of each month of
such year. Following the end of each year, or at the expiration or
sooner termination of the Lease term, landlord will compute
Tenant’s Share due under this Section for such year, based on
actual costs, and, if Tenant’s Share for such year is greater
than that already paid by Tenant for such year, Tenant shall
immediately pay Landlord the deficiency. If the total amount paid
for such year exceeds Tenant’s Share, then Landlord shall
credit such excess to the payment of Rent and additional rent which
may thereafter become due; provided, however, upon the expiration
or sooner termination of the Lease term, if Tenant had otherwise
complied with all other terms and conditions of this Lease,
Landlord shall refund such excess to Tenant. If at any time
Landlord obtains additional information regarding expenses,
Landlord may at its election adjust the amount of the monthly
installments due during the balance of the year to reflect such
additional information, by giving Tenant written notice thereof,
which notice shall also state the amount of the deficiency, by
giving Tenant written notice thereof, which notice shall also state
the amount of the deficiency, if any, in the prior monthly payments
for the year. Tenant shall pay any such deficiency within ten (10)
days of its receipt of the notice and shall make the adjusted
monthly payments for the remainder of the year.
(b)
Definitions
. For purposes of this Section 6,
the following definitions shall apply:
(i)
“Real Property Taxes”
shall mean all taxes and assessments of every kind and nature on
the Building and/or Land (including Common Areas) and on personal
property used in conjunction therewith, including all tenant
improvements which are paid for by Landlord and not reimbursed by
tenants and taxes on property of tenants in the Building which have
not been paid by such tenants directly to the taxing authority;
surcharges and all surface water, local improvement, and other
assessments levied with respect to the Building and/or Land and all
other property of Landlord used in connection with the operation of
the Building and/or Land; and any taxes levied or assessed in
addition to or in lieu of, in whole or in part, such real or
personal property taxes, or any other tax upon leasing of the
Building and/or Land or rents collected therefrom, other than any
federal or state income tax and costs and expenses paid or incurred
by Landlord (including but not limited to fees and expenses of
consultants, attorneys, appraisers, and experts) in connection with
contesting or resisting increased assessments or attempting to
lower assessment levels.
7.
Late Charge; Interest
. If Tenant fails to pay any amount
due hereunder within ten (10) days of the due date, a late charge
equal to five percent (5%) of the unpaid amount shall be assessed
and be immediately due and payable. Such late charge shall be
reimposed on the first day of each subsequent month that such
payment remains outstanding. In addition, interest shall accrue on
any base or additional rent which is not paid when due at the
lesser of (a) the maximum interest rate allowed by applicable law
or (b) eighteen percent (18%) per annum. If Tenant defaults in
making any rent payment, Landlord shall have
4
the right to require that subsequent rent
payments be made by cashiers or certified check.
8.
Security Deposit
. Tenant has deposited with landlord
the sum of $22,062.18 of which $10,156.50 is a Minimum Rent Deposit
to be applied to Monthly Minimum Rent for the third month of the
Lease Term and $11,905.68 is a Security Deposit. This sum shall
belong to Landlord and shall constitute partial consideration for
the execution of this Lease. Landlord shall pay Tenant the
remaining balance thereof, without any liability for interest
thereon, within thirty (30) days after the expiration or prior
termination of the Lease term, or any extension thereof, if and
only if Tenant has fully performed all of its obligations under the
terms of this Lease. Landlord shall be entitled to withdraw from
the deposit the amount of any unpaid rent or additional rent or
other charges not paid to Landlord when due, and Tenant shall
immediately redeposit an amount equal to that so
withdrawn.
9.
Tenant’s
Operations .
(a)
Use of Premiums
. Tenant shall use the Premiums
exclusively for health care management and related general office
purposes during the Lease term. Tenant shall not use or permit the
use of the Premises for any other business or purpose without
Landlord’s prior written consent. Tenant shall promptly
comply, at its sole cost and expense, with the rules and
regulations attached hereto as Exhibit E and with such other rules
and regulations relating to the use of the Premises, Building and
Common Areas as Landlord may from time to time promulgate. Tenant
shall maintain the Premises in a clean, orderly and neat fashion to
conform with the high standards of the Building, permitting no
odors to be emitted from the Premises and shall neither commit
waste nor permit any waste to be committed thereon. Tenant shall
not permit any accumulation of trash on or about the Premises.
Tenant shall not create or contribute to the creation of a nuisance
in either the Premises or the Building and Tenant shall not engage
in or permit any action that will unreasonably disturb any other
tenant in the Building.
(b)
Unlawful Use
. Tenant shall not use or permit the
Premises or any part thereof to be used for any purpose in
violation of any municipal, county, state or federal law, ordinance
or regulation, or for any purpose offensive to the standards of the
community of which the Building is a part. Tenant shall promptly
comply, at its sole cost and expense, with all laws, ordinances and
regulations now in force or hereafter adopted and with the
requirements of any board of fire underwriters or similar body
relating to or affecting the condition, use or occupancy of the
Premises.
(c)
Liens and Encumbrances
. Tenant shall keep the Premises
free and clear of all liens and encumbrances arising or growing out
of its use and occupancy of the Premises. If any lien is filed
against the Premises or Building as a result of the action or
inaction of Tenant, Tenant shall upon demand provide landlord with
cash or other security acceptable to Landlord in an amount equal to
one and one-half (1-1/2) times the amount of the claimed lien as
security for its prompt removal. If Tenant is not actively pursuing
the removal of the lien, Landlord shall have the right to disburse
such security to cause the removal of the lien if a judgment is
entered against Tenant in the lien proceeding or if such lien
causes unreasonable difficulties for Landlord in connection with
its financing of the Building.
(d)
Hazardous Materials
.
(i)
“Hazardous Material”
shall mean any matter (whether gaseous, liquid or solid) which is
or may be harmful to persons or property, including but not limited
to materials now or hereafter designated as a hazardous or toxic
waste or substance under the Comprehensive Environmental Response,
Compensation and Liability Act of 1980, 42 USC 9601, et seq., or as
a Hazardous Substance, Hazardous Household Substance, Moderate Risk
Waste or Hazardous Waste under the Hazardous Waste Management Act,
RCW Chapter 70.105, or as a hazardous substance under to Model
Toxics Control Act RCW Chapter 70.105D, all as now or hereafter
amended, or which may now or hereafter be regulated under any other
federal, state, or local law, statute, ordinance or regulation
pertaining to health, industrial hygiene or the environment,
including without limitation, (i) any asbestos and/or asbestos
containing materials (collectively “ACMs”) regardless
of whether such ACMs are in a friable or non-friable state, or (ii)
any matter designated as a hazardous substance pursuant to Section
311 of the Federal Water Pollution Control Act (33 USC 1317), or
(iii) any matter defined as a hazardous waste pursuant to Section
1004 of the Federal Resource Conservation and Recovery Act, (42 USC
6901 et seq.) pertaining
5
to health or the environment.
“Hazardous Material” shall not include ordinary office
cleaning and maintenance products, and items used in the ordinary
course of Tenant’s use of the property as defined in Section
9(a) above which are used with due care and in accordance with
applicable law and the instructions of the manufacturer of such
products in the reasonable and prudent conduct of Tenant’s
business on the Premises.
(ii)
Tenant shall not store, use, sell,
release, generate or dispose of any Hazardous Material in, on or
about the Premises, Common Areas or any other part of the Building
or Land, without the prior written consent of Landlord. With
respect to any Hazardous Materials stored, used, generated or
disposed of from the Premises, Tenant shall promptly, timely and
completely comply with all governmental requirements for recording
and record keeping; submit to Landlord true and correct copies of
all reports, manifests and identification numbers at the same time
as they are required to be and/or are submitted to the appropriate
governmental authority; within five (5) days of Landlord’s
request, provide evidence satisfactory to Landlord that
Tenant’s compliance with all applicable governmental rules,
regulations and requirements; and comply with all applicable
governmental rules, regulations and requirements regarding the use,
sale, transportation, generation, treatment and disposal of
Hazardous Materials. Prior to the expiration and surrender of the
Premises by Tenant, Tenant shall remove any and all Hazardous
Materials (including without limitation ACMs) which Tenant, its
employees, agents, contractors and/or sublessees have brought onto
the Premises, including without limitation leasehold improvements,
wall, flooring and ceiling materials. Tenant shall be solely
responsible for and shall defend (with counsel acceptable to
Landlord), indemnify and hold Landlord it agents, affiliates and
employees harmless from and against all claims, costs, damages,
judgments, penalties, fines, losses, liabilities and expenses,
including attorneys’ fees, consultant fees, and expert fees,
and expert fees arising out of or in connection with Tenant’s
breach of its obligations contained in this Section 9(d)
(including, without limitation, diminution in value of the Premises
or the Building, damages for the loss or restriction on use of
rentable or usable space or of any amenity of the Premises or the
Building, damages arising from any adverse impact on marketing of
space, loss of good reputation, and sums paid as settlement of
claims, attorneys’ fees, consultant fees, and expert fees,
whether or not used at trial or in a proceeding) which arise during
or alter the Lease term as a result of such contamination. Tenant
shall be solely responsible for and shall defend (with counsel
acceptable to Landlord), indemnify and hold Landlord, its agents,
affiliates and employees harmless from and against any and all
claims, costs, damages, lawsuits, penalties, liens, losses and/or
liabilities, including attorneys’ fees and costs, arising out
of or in connection with removal, cleanup and restoration work and
materials necessary to return the Premises, Common Areas, Building
and any other property of whatever nature to the condition existing
prior to the appearance of Tenant’s Hazardous Material on a
about the Premises, Common Areas or the Building; provided that
Landlord’s written approval of such actions and that of any
Lender shall first be obtained, which approval shall not be
unreasonably withheld so long as the actions would not potentially
have any materiel adverse, long-term or short-term effect on the
Premises, Common Areas, or Building. Notwithstanding anything else
set forth herein, Tenant’s obligations under this Section
9(d) shall survive the expiration of this Lease.
(iii)
Landlord shall have the right in its
sole discretion to conduct an environmental audit utilizing a
contractor of Landlord’s choice at the end of the Lease term,
upon the earlier termination of this Lease, upon Tenant’s
default hereunder or if Landlord reasonably believes that Hazardous
Materials arc being stored, used, sold, generated, released or
disposed of from the Premises in violation of the terms of this
Section 9(d). The audit shall consist of such examinations, tests,
inspections, samples and reviews as Landlord or its consultants
shall reasonably determine to be advisable or necessary. Tenant
shall be responsible for the cost of the audit and any remedial or
removal work if such audit discloses the existence, storage,
disposal or other presence of Hazardous Materials occurring during
the Lease term and attributable to Tenant, its employees, agents,
contractors or Sublessees. Failure of Landlord to conduct an
environmental audit or to detect conditions attributable to Tenant,
its employees, agents, contractors or sublessees, whether such
audit is conducted or not, shall not operate as a release of Tenant
or its Guarantor, if any, of its liability, as stated in this Lease
or by operation of Law. Tenant’s
6
obligations herein shall survive the
expiration of this Lease.
(c)
Signs . Tenant shall not erect or place, or permit to
be erected or placed, or maintain any signs of any nature or kind
whatsoever on the exterior walls or windows of the Premises or
elsewhere in the Building, with the exception of a sign identifying
Tenant placed on or near the front door of the Premises, the size
style and location of which must first be approved in writing by
Landlord. Tenant agrees to abide by all signing rules and
regulations, if any, promulgated by Landlord and to install, at its
sole expense, any signs required thereby. Landlord will provide and
install, at Landlord’s sole cost and expense, Building
standard directory signage specified to Landlord and Tenant’s
mutual approval.
10.
Utilities and Services
.
(a)
Tenant’s
Responsibility . Tenant
shall be solely responsible for, and shall promptly pay when due,
all charges for telephone and all other utilities which are
separately metered and supplied to the Premises at Tenant’s
request.
(b)
Services . As long as Tenant is not in default under this
Lease, Landlord shall cause the Common Areas of the Building, such
as lobbies, elevators, stairs, corridors and restrooms, to be
maintained in reasonably good order and condition, except for
damage occasioned by any act or omission of Tenant or
Tenant’s officers, contractors, agents, invitees, licensees
or employees, the repair of which shall be paid for by Tenant.
Landlord shall furnish the Premises with electricity for office
use, including lighting and low power usage (110 volt) office
machines, water and elevator services. Landlord shall also provide
customary building janitorial service on weekdays, other than
holidays. From 6:00 a.m. to 8:30 p.m., Monday through Friday, and
7:00 a.m. to 4:00 p.m. on Saturday, excluding legal holidays
observed by national banks with offices in Redmond, Washington
(“Normal Business Hours”), Landlord shall furnish the
Premises with heat and air conditioning services. If requested by
Tenant, Landlord shall furnish heat and air conditioning services
at times other than Normal Business Hours, and janitorial services
on other days, and Tenant shall pay for the cost of such services
at rates established by Landlord, as Additional Rent.
(i)
Janitorial
. If Tenant requires excessive or
specialized janitorial services, Tenant shall promptly pay Landlord
for the additional costs and expenses incurred by Landlord in
providing such services as additional rent.
(ii)
Additional Service
. Landlord shall furnish the
Premises with electricity for the maintenance of building-standard
fluorescent lighting. Landlord shall also furnish the Premises with
electricity for lighting other than building-standard fluorescent
lighting and/or the operation of general office machines which use
110 volt electric power and 20 amp circuits, such as electric
typewriters, dictating equipment, adding machines and calculators,
and general service non-production type office machines at no
additional charge. Tenant shall not use or permit in the Premises
any electrical device which in Landlord’s opinion will
overload the Building’s electrical circuits. Further, Tenant
shall not without Landlord’s prior consent connect any
additional items such as data processing equipment, electrical
heaters or other machines to the Building’s electrical
distribution system or make any alteration or addition to such
system. Landlord shall furnish adequate running water to the
building, standard water fountain, lavatories and toilets in the
core area on each floor of the Building, and shall keep all such
plumbing in reasonably good order and repair. Landlord shall have
the right to terminate the furnishing of any and all utilities and
services required or permitted under this Section 10 at and for any
and all such time or times as Landlord shall deem reasonably
necessary for repairs, alterations or improvements. If Tenant
requires excessive or specialized electrical, lighting or heating
or cooling services, Tenant shall promptly pay the additional costs
and expenses incurred by Landlord in providing such services as
additional rent.
(iii)
Interruption
. Landlord shall not be liable for
any loss, injury or damage to person or property caused by or
resulting from any variation, interruption or failure of such
services due to any cause whatsoever, or from failure to make any
repairs or perform any maintenance. No temporary interruption or
failure of such services incidental to the making of repairs,
alterations or improvements or due to accident, strike or
conditions or events beyond Landlord’s reasonable control
shall be deemed an eviction of Tenant or to relieve Tenant from any
of Tenant’s obligations hereunder or to give Tenant a right
of action against Landlord for damages.
7
11.
Licenses and Taxes
. Tenant shall be liable for, and
shall pay throughout the term of this Lease, all license and excise
fees and occupation taxes covering the business conducted on the
Premises and all personal property taxes levied with respect to all
personal property located at the Premises. If any governmental
authority levies a tax or license fee on rents payable under this
L