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OFFICE LEASE

Office Lease Agreement

OFFICE LEASE

 | Document Parties: GABRIEL TECHNOLOGIES CORP | Five Pilgrims, LLC You are currently viewing:
This Office Lease Agreement involves

GABRIEL TECHNOLOGIES CORP | Five Pilgrims, LLC

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Title: OFFICE LEASE
Governing Law: Washington     Date: 11/16/2006
Industry: Software and Programming     Sector: Technology

OFFICE LEASE

, Parties: gabriel technologies corp , five pilgrims  llc
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EXHIBIT 10.38

 

OFFICE LEASE

 

 

THIS LEASE , made on the July 18, 2006 , by and between Five Pilgrims, LLC, a Washington limited liability company, whose address is 12505 Bel-Red Road, Bellevue, Washington 98005, hereinafter referred to as “Lessor’, and Trace Technologies LLC   (a Nevada Corporation) , hereinafter referred to as “Lessee”.

 

1.   DESCRIPTION: Lessor, in consideration of the agreements contained in this Lease, does hereby lease to Lessee, upon the terms and conditions hereinafter set forth, that certain space situated in the Forum Office Building, 12505 Bellevue-Redmond Road, Bellevue, in the State of Washington, the description of which is Suite 105 of the Forum Office Building as described in Exhibits A and B attached hereto, hereinafter referred to as “Premises” and incorporated herein by this reference. As shown in Exhibit B, the Lessee is sharing one of the two offices with Metro Escrow personnel and will allow them unrestricted access to said office.

 

The Rentable Area of the Premises is approximately 829 square feet, (less the shared office space) and the Rentable Area of the total Building is approximately 17,713 square feet

 

2.   TERM: This Lease shall be for a period of three (3) months, after that the suite will be leased on a month to month basis, commencing on the 1 st day of August 2006 . Effective the 1 st day of August 2006, Trace Technologies LLC will have vacated Suite 201 with no adverse cost consequences. This lease may be terminated by either party with 30 days prior notice.

 

3.   BASE RENTAL: Lessee covenants and agrees to pay Lessor rent each month in advance on the first day of each calendar month the following rental payments:

 

Months 1 and on: One thousand thirty six and 00/100 dollars ($1,036.00)

 

Rent for any fractional calendar month, at the beginning or end of the term shall be the pro-rated portion of the rent. The Lessee shall also pay rent for any fractional calendar month at the time of making the first calendar month payment. In the event the described monthly payment is not received by Lessor by 5 P.M. on the tenth (10th) day of any month in which the rent is due, Lessor will have the right to levy a late payment penalty equal to five percent (5%) of the monthly rent then in effect for each delinquent month of the lease, which, if levied will immediately be due and will be in addition to the Base Rental.

 

4.   CONSIDERATION: As consideration for the execution of this Lease, Lessee agrees to pay to Lessor the sum of One thousand thirty six and 00/100 dollars ($1,036.00), which represents the first month’s rent. Lessee shall not be entitled to interest on the monies deposited as set forth in this paragraph and Lessor shall not be required to keep these monies separate from its general fund.

 

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5.   SECURITY DEPOSIT: The Lessor shall continue to hold Lessee’s security/damage deposit for Suite 201 as a Security/Damage Deposit for this Lease. This amount is due prior to taking occupancy of the premises by Lessee. Said sum shall be held by Lessor as security for the faithful performance by Lessee of all terms, covenants, and conditions of this Lease to be kept and performed by Tenant during the term hereof. If Lessee defaults with respect to any provision of this Lease, including, but not limited to, the provisions relating to the payment of rent, Lessor may (but shall not be required to) use, apply or retain all or any part of this security deposit for the payment of any rent or any other sum in default, or for the payment Of any amount which Lessor may spend or become obligated to spend by reason of Lessee’s default, or to compensate Lessor for any other loss or damage which Lessor may suffer by reason of Lessee’s default.

 

If any portion of said deposit is so used or applied, Lessee shall within five (5) days after written demand therefore, deposit cash with Lessor in an amount sufficient to restore the security deposit to its original amount and Lessee’s failure to do so shall be a material breath of this Lease. Lessor shall not be required to keep this security deposit separate from the general funds, and Lessee shall not be entitled to interest on such deposit. If Lessee shall fully and faithfully perform every provision of this Lease to be performed by it, the security deposit or any balance thereof shall be returned to Tenant (or, at Landlord’s option, to the last assignee of Tenant’s interest hereunder) at the expiration of the Lease term. In the event of termination of Lessor’s interest in this Lease, Lessor shall transfer said deposit to Lessor’s successor in interest.

 

6.   USES: Lessee agrees that Lessee will use and occupy the Premises for general office use only, and no other purposes.

 

7.   CARE OF PREMISES: The Lessor shall not be called upon to make any improvements or repairs of any kind upon the Premises, except for those required for normal maintenance or damage repair. The Premises shall at all times be kept and used in accordance with the laws of the State of Washington, and in accordance with all directions, rules and regulations of the health officer, fire marshal, building inspector, or other proper officer of any pertinent and authorized public authority, at the sole cost and expense of said Lessee, and Lessee will permit no waste, damage or injury to the Premises and if damage is caused by Lessee, then Lessee will repair the damage at Lessee’s own cost and expense including damage caused by the clogging of the drain within the premises.

 

8.   RULES AND REGULATIONS: Lessee and their agents, employees, servants or those claiming under Lessee will at all times observe, perform and abide by all rules and regulations printed on this instrument, or which may be hereafter promulgated by Lessor, all of which it is covenanted and agreed by the parties hereto shall be and are hereby made part of this Lease.

 

9.   SERVICES AND UTILITIES: Lessor agrees to furnish to the Premises during reasonable hours of generally recognized business days, subject to the rules and regulations of the Building of which the Premises are a part, electricity for normal lighting and fractional horsepower office machines, heat and air conditioning as required in Lessor’s judgment for the comfortable use and occupation of the Premises, and janitorial services.

 

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Lessee will not, without written consent of Lessor, use any apparatus or device in the Premises, including, but without limitation thereto, electronic data processing machines, punch card machines, and machines which will in any way increase the demand for electricity beyond the generally accepted demand for the use of the Premises as general office space; nor connect with electric current except through existing electrical outlets in the Premises, any apparatus or device, for the purpose of using electric current. If Lessee shall require water or electric current in excess of that usually furnished or supplied for the use of the Premises as general office space, Lessee shall first procure the written consent of Lessor, which Lessor may refuse, to the use thereof the Lessor may cause a water meter or electric current meter to be installed in the Premises, so as to measure the amount of water and electric current consumed for any such use. The cost of any such meters and of installation, maintenance and repair thereof shall be paid for by the Lessee and Lessee agrees to pay Lessor promptly upon demand therefore by Lessor for all such water and electric current consumed as shown by said meters, at the rates charged for such services by the local public utility furnishing the same, plus any additional expense incurred in keeping account of the water and electric current so consumed. If a separate meter is not installed, such excess cost for such water and electric current will be established by an estimate made by a utility company or electrical engineer.

 

10.   REPLACEMENTS: Lessee will replace at Lessee’s expense, any glass or doors that may be cracked or broken on said premises by Lessee, its employees, agents, or invitees with glass or doors of the same size and quality, with signs thereon, if required, and Lessee agrees that at the expiration of the said term or sooner termination of this Lease, Lessee, without notice, will quit and surrender the said premises in good order, condition and repair, damage by reasonable wear and the elements of fire excepted, and deliver all keys to said premises to Lessor.

 

11.   ACCIDENTS: All personal property on said leased Premises shall be at the risk of Lessee. Lessor or Lessor’s agents shall not be liable for any damage, either to person or property, sustained by Lessee or others, caused by any defects now in said Premises or hereafter occurring therein, or due to the building in which said Premises are situate, or any appurtenance thereof, becoming out of repair, or caused by fire or by bursting or leaking of water, gas, sewer or steam pipes, or from any act of neglect of employees, co-tenants or other occupants of said building, or any other persons, including Lessor or Lessor’s agent, or due to the happening of any accident from whatsoever cause in and about said building. Lessee agrees to defend and hold Lessor and Lessor’s agents harmless from any and all claims for damages suffered in or about the leased Premises by any person, firm or corporation. However in the event of property damage to the premises caused by Lessor, or Lessor’s employees, the damage will be paid by Lessor.

 

12.   ALTERATIONS: Lessee shall not make any alterations or improvements in, or additions to said Premises without first obtaining the written consent of Lessor, and all such alterations, additions and improvements shall be at the sole cost and expense of Lessee and shall become the property of Lessor and shall remain in and be surrendered with the Premises as a part thereof at the termination of this Lease, without disturbance, molestation or injury, unless by prior mutual agreement it may be removed as personal property.

 

13.   RESTRICTIONS: Lessee will not use or permit to be used in said Premises anything that may be dangerous to life or limb; nor in any manner deface or injure said building or any part thereof; nor overload any floor or part thereof, nor permit any objectionable noise vibrations or odor to escape or to be emitted from said Premises, or do anything or permit anything to be done upon said Premises in any way tending to create a nuisance or to disturb any other tenant or occupant of any part of said building.

 

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14.   ACCESS: Lessee will allow and does hereby grant Lessor and/or Lessor’s agents the right of free access at all reasonable times to said Premises for the purpose of inspection or of making repairs, additions or alterations to the Premises or any property owned by or under control of the Lessor. When reasonably necessary, Lessor may temporarily close entrances, doors, corridors, elevators or other facilities without liability to Lessee by reason of such closures and without such action by Lessor being construed as an eviction of Lessee or as relieving Lessee from the duty of observing and performing any of the provisions of this Lease unless it last longer than four (4) hours during a business day. Lessor shall have the right to enter the Premises for the purposes of showing the Premises to prospective Lessees within the period of ninety (90) days prior to the expiration or sooner termination of the lease term.

 

15.   ATTORNEYS’ FEES: Lessee shall pay to Lessor any attorneys’ fees and costs incurred by Lessor if Lessor is required to consult with and obtain the services of an attorney in connection with the breach of any portion of this Lease by Lessee. In the event of litigation between the parties hereto, declaratory or otherwise, in connection with or arising out of this Lease, the non-prevailing party shall pay the costs thereof and attorneys’ fees actually incurred by the prevailing party, which shall be determined and fixed by the court as part of the judgment. Lessor and Lessee agree that they intend by this paragraph to compensate for attorneys’ fees actually incurred by the prevailing party to the particular attorneys involved at such attorneys’ then normal hourly rates and that this paragraph shall constitute an instruction to the court that such rate or rates shall be deemed reasonable.

 

16.   INSOLVENCY: If the Lessee becomes insolvent, makes an assignment for the benefit of creditors, or a receiver is appointed for the business or property of Lessee, it is optional with the Lessor to terminate this Lease, which termination shall reserve unto Lessor all of the rights and remedies available under Paragraph 17 hereof, and Lessor may accept rent from such assignee or receiver without waiving or forfeiting said right of termination; that the filing in a court of competent jurisdiction of a petition seeking to have Lessee adjudged bankrupt shall automatically forfeit and terminate this Lease and Lessee shall immediately owe, and agrees to pay to Lessor, a lump sum equal to the amount that the rental provided for herein exceeds the reasonable rental value of the Premises for the remainder of the term hereof.

 

17.   DEFAULT AND RE-ENTRY: If any rents above or any part thereof shall be and remain unpaid when the same shall become due for a period often (10) days, or if Lessee shall violate or default in any of the covenants and agreements herein contained, then the Lessor may cancel this Lease upon giving the notice required by law, and re-enter said Premises, but not withstanding such re-entry by the Lessor, the liability of the Lessee for the rent provided for herein shall not be extinguished for the balance of the term of this Lease, and Lessee covenants and agrees to make good to the Lessor any deficiency arising from re-entry and re-letting of the Premises at a lesser rental then herein agreed to. The Lessee shall pay such deficiency each month as the amount thereof is ascertained by the Lessor. In the event it becomes reasonably necessary to make any changes, alterations or additions to the Premises or any part thereof for the purpose of re-letting said Premises or any part thereof, Lessee shall also be responsible for such costs in reletting the Premises, including but not limited to, clean up costs and remodeling to return the space to its original state and condition. Lessee shall also be responsible for commissions and advertising in re-letting the premises.

 

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In the event of any entry in, or taking possession of, the Premises, Lessor shall have the right, but not the obligation, to remove from the Premises all personal property located therein, and may store the same in any place selected by Lessor, including but not limited to a public warehouse, at the expense and risk of the owners thereof, with the right to sell such stored property, without notice to Lessee after it has been stored for a period of thirty (30) days or more, with the proceeds of such sale to be applied to the costs of such sale and to the payment of charges for storage and to the payment of any other sums of money which may then be due from Lessee to Lessor under any of the terms thereof.

 

18.   RISK: All personal property of any kind or description whatsoever in the demised Premises shall be at the Lessee’s sole risk and the Lessor shall not be liable for any damage done to or loss of such property or damage or loss suffered by the business or occupation of the Lessee arising from any acts or neglect of co-tenants or other occupants of the building, or of the Lessor or the employees of the Lessor or of any other persons or from bursting, overflowing or leaking of water, sewer or steam pipes or from the heating or plumbing fixtures or from electric wires, or from gas, or odors, or caused in any other manner whatsoever except in the case of willful neglect on the part of the Lessor.

 

19. INDEMNIFICATION: Lessee will indemnify and hold harmless Lessor from any claim, liability or suit on behalf of any person, persons, corporation and/or firm for any injuries or damages occurring in or about the said Premises or on or about the sidewalk, stairs or thoroughfares adjacent thereto where said damages or injury was caused or partially caused by the ordinary or gross negligence or inte


 
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