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Exhibit
10.28
WORLD TRAVEL PARTNERS,
L.P.
OFFICE LEASE
TABLE OF CONTENTS
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SECTION
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PAGE
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| 1 |
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LEASED
PREMISES |
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1 |
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| 2 |
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TERM |
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1 |
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| 3 |
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RENTAL |
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1 |
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| 4 |
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OPERATING
EXPENSES |
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2 |
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| 5 |
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SECURITY
DEPOSIT |
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4 |
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| 6 |
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COMPLETION OF IMPROVEMENTS |
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4 |
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| 7 |
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DELAY IN
DELIVERY OF POSSESSION |
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5 |
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| 8 |
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USE OF
LEASED PREMISES |
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5 |
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| 9 |
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ACCEPTANCE OF PREMISES |
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5 |
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| 10 |
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ALTERATIONS, MECHANICS’ LIENS |
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5 |
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| 11 |
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WASTE AND
QUIET CONDUCT |
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6 |
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| 12 |
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FIRE
INSURANCE, HAZARDS |
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6 |
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| 13 |
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LIABILITY
INSURANCE |
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7 |
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| 14 |
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INDEMNIFICATION BY TENANT |
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7 |
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| 15 |
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WAIVER OF
CLAIMS |
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8 |
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| 16 |
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LANDLORD’S REPAIRS |
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8 |
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| 17 |
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TENANT’S REPAIRS |
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| 18 |
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SIGNS,
LANDSCAPING |
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| 19 |
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ENTRY BY
LANDLORD |
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9 |
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| 20 |
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SERVICES |
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9 |
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| 21 |
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ABANDONMENT |
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10 |
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| 22 |
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DESTRUCTION |
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11 |
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| 23 |
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ASSIGNMENT AND SUBLETTING |
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11 |
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| 24 |
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INSOLVENCY OF TENANT |
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12 |
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| 25 |
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BREACH BY
TENANT |
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12 |
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| 26 |
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ATTORNEYS’ FEES/COLLECTION CHARGES |
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13 |
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| 27 |
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CONDEMNATION |
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13 |
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| 28 |
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NOTICES |
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13 |
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| 29 |
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WAIVER |
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14 |
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| 30 |
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EFFECT OF
HOLDING OVER |
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14 |
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| 31 |
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SUBORDINATION |
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14 |
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| 32 |
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ESTOPPEL
CERTIFICATE |
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15 |
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| 33 |
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PARKING |
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15 |
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| 34 |
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MORTGAGE
PROTECTION |
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15 |
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| 35 |
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RULES AND
REGULATIONS |
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15 |
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| 36 |
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RELOCATION |
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16 |
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| MISCELLANEOUS PROVISIONS |
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16 |
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EXHIBITS
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EXHIBIT A
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FLOOR
PLAN |
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EXHIBIT B
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SITE
PLAN |
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EXHIBIT C
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TENANT’S ACCEPTANCE OF PREMISES |
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EXHIBIT D
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SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT
AGREEMENT |
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EXHIBIT E
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RULES AND
REGULATIONS |
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EXHIBIT F
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JANITORIAL SCHEDULE |
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EXHIBIT G
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SECURITY
SCHEDULE |
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EXHIBIT H
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TERMINATION SCHEDULE |
STATE OF GEORGIA
DEKALB COUNTY
This Lease Agreement, made
this
day of
, 1995, by and between, WEEKS REALTY, L.P. hereinafter referred to
as “Landlord”, and WORLD TRAVEL PARTNERS, L.P.
hereinafter referred to as “Tenant”;
WITNESSETH:
LEASED PREMISES
1.01 Landlord hereby leases
to Tenant, and Tenant hereby leases from Landlord, the space
hereinafter referred to as the LEASED PREMISES, described as
approximately 12,681 sq. ft. of office space designated as Suite
700 and shown on Exhibit “A”, in the office building
located at 6 West Druid Hills, Atlanta, Georgia (hereinafter
referred to as the “Building”). The Property upon which
the Building is located is more particularly described on Exhibit
“B” attached hereto and by this reference made a part
hereof (hereinafter referred to as the
“Property”).
TERM
2.01 TO HAVE AND TO HOLD said
Leased Premises for a term of three (3) years commencing upon the
date of execution hereof and continuing for a period of three (3)
years from the Rent Commencement Date (defined below), upon the
terms, conditions, and covenants contained herein.
“Substantial Completion” shall mean completion of
construction of the tenant improvements substantially in accordance
with the approved plans and specifications, and the
Landlord’s provision to Tenant of a certificate of occupancy,
subject only to normal punchlist items. See below.
RENTAL
3.01 As rental for the Leased
Premises, Tenant agrees to pay to Landlord the sum of ONE HUNDRED
SEVENTY-SEVEN THOUSAND, FIVE HUNDRED THIRTY-FOUR NO/100 Dollars
($177,534.00) per year (hereinafter referred to as “Base
Rental”), payable in monthly installments each in the amount
of FOURTEEN THOUSAND SEVEN HUNDRED NINETY-FOUR 50/100 Dollars
($14,794.50) on or before the first day of each calendar month
beginning on the earlier of Substantial Completion or October 15,
1995 (the “Rent Commencement Date”) and thereafter for
the remainder of the term, together with any other additional
rental as hereinafter set forth. Tenant shall pay interest at a
rate of twelve percent (12%) per annum on all late payments of rent
received by Landlord more than ten (10) days after the date due. If
the Lease shall commence on any date other than the first day of a
calendar month, or end on any date, other than the last day of a
calendar month, rent for such month shall be prorated. Tenant has
deposited with Landlord, upon delivery of this Lease Agreement, an
amount equal to FOURTEEN THOUSAND SEVEN HUNDRED NINETY-FOUR 50/100
Dollars ($14,794.50) which is to be applied as first month’s
rental. In the event Landlord delays in tendering possession of
Premises to Tenant or in the event Landlord* inhibits or otherwise*
delays Tenant in its pursuit of completing such construction, then
in either of said events, the Commencement Date shall move forward
one (1) day for each day of delay attributed to
Landlord.
OPERATING EXPENSES
4.01 In addition to the Base
Rental payable by Tenant in accordance with Paragraph 3.01 of this
Lease, Tenant shall pay monthly to Landlord on the same due date as
the Base Rental the sum (hereinafter referred to as the
“Additional Rent”) calculated in accordance with the
following:
(a) As used in this Lease,
the following definitions shall apply:
(i) “Calendar
Year” shall mean any period during the Term of this Lease
commencing on January 1 and ending on the next following December
31.
(ii) “Base Year”
shall mean the Calendar Year 1996.
(iii) “Building”
shall mean the Property and the Building and other structures,
improvements, fixtures and appurtenances now or hereafter placed,
constructed or erected thereon.
(iv) “Pro Rata
Share” shall equal fourteen and twenty eight one hundredths
percent (14.28%); provided, however, that in the event that the
amount of space leased by Tenant shall increase or decrease
subsequent to the commencement date of the Term, whether pursuant
to an option to expand or otherwise, the Pro Rata Share shall be
appropriately adjusted by Landlord.
(v) “Operating
Expenses” shall mean any and all costs, expenses and
disbursements of every kind and character (subject to the
limitations set forth below) which Landlord shall incur, pay or
become obligated to pay in connection with the ownership of any
estate or interest in the Building or the operation, maintenance,
repair, replacement and security of the Building determined in
accordance with generally accepted accounting principles
consistently applied, including, but not limited to, the
following:
(A) Wages and salaries of all
employees specifically engaged in the operation, repair,
replacement, maintenance, and security of the Building, including
taxes, insurance and benefits relating thereto.
(B) All supplies and
materials used in the operation, maintenance, repair, replacement,
and security of the Building.
(C) Cost of all utilities
including gas, water, telephone, telegraph, power, heating,
lighting, air-conditioning and ventilating the Building.
(D) Cost of all maintenance
and service agreements on equipment, including alarm service,
window cleaning and elevator maintenance.
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(E) Cost of casualty,
liability and other insurance applicable to the Building or
Landlord’s personal property used in connection with the
operation and management of the Building.
(F) All taxes and assessments
and governmental charges, whether federal, state, county or
municipal, and whether they be by taxing districts or authorities
presently taxing or by others, subsequently created or otherwise,
and any other taxes and assessments imposed upon or attributable to
the Building, its operation or the Base Rental or Additional Rent
without reference to other income of the Landlord.
(G) Cost of repairs,
replacements, and general maintenance of the Building.
(H) Cost of service or
maintenance contracts with independent contractors for the
operation, maintenance, repair, replacement, or security of the
Building.
(I) Cost of maintaining
accounting books and records for the Building.
(J) Costs of contractual
management fees and other costs directly related to the on-site
management of the Building. The contractual management fees shall
not exceed five and one half percent (5 1/2%) of gross rental
income of the Building.
(K) Cost of janitorial
services, trash, garbage, snow and ice removal; servicing,
replacing, equipping and maintenance of all electrical, security
and fire alarms, fire pumps, sprinkler systems and fire
extinguishers and hose cabinets; painting; window cleaning and
landscaping and gardening.
(L) Capital expenditures
required by any governmental or regulatory authority, and capital
expenditures for energy related equipment or fire and safety
equipment provided, however, that the costs will be amortized over
the useful life of the improvements.
Specifically excluded from the
definition of the term “Operating Expenses” are
expenses for repairs, replacements and general maintenance to the
extent paid by proceeds of insurance or by Tenant or other third
parties and alterations attributable solely to tenants of the
Building other than Tenant; interest, amortization or other
payments on loans to Landlord whether secured or unsecured;
depreciation of the Building; lease payments on capital equipment
(elevators or HVAC); leasing commissions; legal expenses; salaries
of officers, executives, employees and agents not directly involved
in the on-site operation of the Building; and state, federal or
local income taxes, excess profits or franchise taxes or other such
taxes
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imposed on or measured by or determined
from the gross income of Landlord.
(b) The actual amount of
Additional Rent payable shall be an amount equal to the product
obtained by multiplying the Pro Rata Share times the remainder
obtained by subtracting the Operating Expenses for the Base Year
from the Operating Expenses for the Calendar Year in question
(provided, however, in no event shall the amount so determined be
less than zero) . In the event that the Building is not fully
occupied during the Base Year, the Landlord shall compute the
Operating Expenses for the Base Year as though the Building were
fully occupied.
(c) On or before December
31st of each Calendar Year during the Term, or as soon thereafter
as practicable, Landlord shall give Tenant written notice of its
estimate of the Additional Rent for the next ensuing Calendar Year.
Commencing in the first (1st) month of the ensuing Calendar Year,
or as soon thereafter as Landlord shall invoice Tenant, Tenant
shall pay to Landlord one-twelfth (1/12) of such estimated
Additional Rent. If notice of Landlord’s estimate of
Additional Rent is not given prior to December 31, during the next
Calendar Year Tenant shall continue to pay the monthly payment
based on the Additional Rent computed for the previous Calendar
Year until the month after such notice is given.
(d) As soon as practicable
after the close of each Calendar Year, but no later than April 1,
Landlord shall deliver to Tenant a final statement of the
Additional Rent for the immediately preceding Calendar Year and
such statement shall be final and binding upon Landlord and Tenant.
If such statement shows an amount owing by Tenant that is less than
the payments actually made by the Tenant for the immediately
preceding Calendar Year, Tenant shall be credited for such excess
against the next monthly payments of Additional Rent. If such
statement shows an amount owing by the Tenant that is more than the
payments actually made by the Tenant for the immediately preceding
Calendar Year, Tenant shall pay the deficiency to Landlord within
ten (10) days after delivery of the statement.
SECURITY DEPOSIT
5.01 Intentionally
omitted.
COMPLETION OF
IMPROVEMENTS
6.01 The rental provided in
paragraph 3.01 “Rental” above, includes an allowance
(“Allowance”) in the amount of $76,086.00 for the
construction of tenant improvements in the Leased Premises on the
basis set forth in the plans and specifications attached, or to be
attached, hereto in Exhibit “B”. [SEE MISCELLANEOUS
PROVISIONS “W”].
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DELIVERY OF
POSSESSION
7.01 Upon commencement of
this Lease, Landlord shall deliver possession of the Leased
Premises to Tenant.
USE OF LEASED
PREMISES
8.01 The Leased Premises may
be used and occupied only for general office purposes, including,
but not limited to the operation of a commercial travel agency,
ticketing office and related businesses and for no other purpose or
purposes, without Landlord’s prior written consent. Tenant
shall promptly comply at its sole expense with all laws,
ordinances, orders, and regulations affecting the Leased Premises
and their cleanliness, safety, occupation and use. Tenant shall not
do or permit anything to be done in or about the Leased Premises
that will in any way increase the fire insurance upon the Building.
Tenant will not perform any act or carry on any practices that may
injure the Building or be a nuisance or menace to tenants of
adjoining premises. Tenant shall, at Tenant’s sole cost and
expense, comply fully with all environmental laws and regulations,
and all other legal requirements, applicable to Tenant’s
specific operations at, on or within, or to Tenant’s use and
occupancy of, the Leased Premises.
ACCEPTANCE OF LEASED
PREMISES
9.01 By entry hereunder,
Tenant acknowledges that it has examined the Leased Premises and
accepts the same as being in the condition called for by this
Lease, and as suited for the uses intended by Tenant subject to
items set forth in the Punch List and latent defects. Upon delivery
of possession of the Leased Premises to Tenant, Tenant agrees to
execute and deliver to Landlord a Tenant’s Acceptance of
Premises, in the form attached hereto as Exhibit
“C”.
ALTERATIONS, MECHANICS’
LIENS
10.01 Alterations may not be
made to the Leased Premises without prior written consent of
Landlord, and any alterations of the Leased Premises excepting
movable furniture and trade fixtures shall at Landlord’s
option become part of the realty and belong to Landlord.
10.02 Should Tenant desire to
alter the Leased Premises and Landlord gives written consent to
such alterations, at Landlord’s option, Tenant shall contract
with a contractor approved by Landlord for the construction of such
alterations.
10.03 Notwithstanding
anything in paragraph 10.02 above, Tenant may, upon written consent
of Landlord, install trade fixtures, machinery or other trade
equipment in conformance with all applicable laws, statutes,
ordinances, rules, regulations, and the same may be removed upon
the termination of this Lease provided Tenant shall not be in
default under any of the terms and conditions of this Lease, and
the Leased Premises are not damaged by such removal. Tenant shall
return the Leased Premises on the termination of this Lease in the
same condition as when rented to Tenant, reasonable wear and tear
only excepted. Tenant
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shall keep the Leased Premises, the
Building and Property in which the Leased Premises are situated
free from any liens arising out of any work performed for,
materials furnished to, or obligations incurred by Tenant. All such
work provided for above, shall be done at such times and in such
manner as Landlord may from time to time designate. Tenant shall
give Landlord written notice five (5) days prior to employing any
laborer or contractor to perform work (excluding, however computer,
telecommunications and cable contractors) resulting in an
alteration of the Leased Premises so that Landlord may post a
notice of non-responsibility.
WASTE AND QUIET
CONDUCT
11.01 Tenant shall not
commit, or suffer any waste upon the Leased Premises, or any
nuisance, or other act or thing which may disturb the quiet
enjoyment of any other tenant in the Building containing the Leased
Premises or any building in the project in which the Leased
Premises are located.
11.02 So long as Tenant is
not in default in the payment of rent, or other charges or in the
performance of any of the other terms, covenants, or conditions of
the Lease beyond any period given Tenant in the Lease to cure such
default, Tenant shall not be disturbed by Landlord or anyone
claiming by, through or under Landlord in Tenant’s
possession, enjoyment, use and occupancy of the Leased Premises
during the original or any renewal term of the Lease or any
extension or modification thereof.
FIRE INSURANCE,
HAZARDS
12.01 No use shall be made or
permitted to be made of the Leased Premises, nor acts done which
might increase the existing rate of insurance upon the Building or
cause the cancellation of any insurance policy covering the
Building, or any part thereof, nor shall Tenant sell, or permit to
be kept, used or sold, in or about the Leased Premises, any article
which may be prohibited by the Standard form of fire insurance
policies. Tenant shall, at its sole cost and expense, comply with
any and all requirements pertaining to the Leased Premises, of any
insurance organization or company, necessary for the maintenance of
reasonable fire and public liability insurance, covering the Leased
Premises, Building and appurtenances. Tenant agrees to pay to
Landlord as additional rent, any increase in premiums on policies
which may be carried and for loss of rent caused by fire and the
perils normally included in extended coverage above the rates
presently being paid by the Landlord as of the date hereof that may
be caused by Tenant’s use or occupancy of the Leased
Premises. In the event that Tenant takes any actions in the future,
or conducts its business in such a way that causes an increase in
the fire insurance rate on the Building, Landlord shall give Tenant
notice of such proposed increase, and Tenant shall have a period of
ten (10) days within which to discontinue such actions or use
before Tenant shall be responsible for the payment of such increase
in cost.
12.02 Tenant shall maintain
in full force and effect on all of its fixtures and equipment in
the Leased Premises a policy or policies of fire and extended
coverage insurance with standard
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coverage endorsement to the extent of at
least eighty percent (80%) of their insurable value. During the
term of this Lease the proceeds from any such policy or policies of
insurance shall be used for the repair or replacement of the
fixtures, and Landlord will sign all documents necessary or proper
in connection with the settlement of any claim or loss by Tenant.
Landlord will not carry insurance on Tenant’s possessions.
Tenant shall furnish Landlord with a certificate of such policy
within thirty (30) days of the commencement of this Lease, and
whenever required, shall satisfy Landlord that such policy is in
full force and effect.
LIABILITY
INSURANCE
13.01 Tenant, at its own
expense, shall provide and keep in force with companies acceptable
to Landlord public liability insurance for the benefit of Landlord
and Tenant jointly against liability for bodily injury and property
damage in the amount of not less than One Million Dollars
($1,000,000.00) in respect to injuries to or death of more than one
person in any one occurrence, in the amount of not less than One
Million Dollars ($1,000,000.00) in respect to injuries to or death
of any one person, and in the amount of not less than Fifty
Thousand Dollars $(50,000.00) per occurrence in respect to damage
to property, such limits to be for any greater amounts as may be
reasonably indicated by circumstances from time to time existing.
Tenant shall furnish Landlord with a certificate of such policy
(which certificate shall contain the insurer’s waiver of
subrogation rights exercisable against the Landlord) within thirty
(30) days of the commencement date of this Lease and whenever
required shall satisfy Landlord that such policy is in full force
and effect. Such policy shall name Landlord as an additional
insured and shall be primary and non-contributing with any
insurance carried by Landlord. The policy shall further provide
that it shall not be cancelled or altered without twenty (20) days
prior written notice to Landlord.
INDEMNIFICATION BY
TENANT
14.01 Tenant shall indemnify
and hold harmless Landlord against and from any and all claims
arising from Tenant’s use of the Leased Premises (other than
those arising from negligence of Landlord or its agents or
employees), or the conduct of its business or from any activity,
work, or thing done, permitted or suffered by the Tenant in or
about the Leased Premises, 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, neglect, fault or omission of the Tenant,
or of its agents or employees, and from and against all costs,
attorney’s fees, expenses and liabilities incurred in or
about such claim or any action or proceeding brought relative
thereto and in case any 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, chosen by Tenant, and who is reasonably acceptable to
Landlord. Tenant, as a material part of the consideration to
Landlord, hereby assumes all risk of damage to property or injury
to persons in or about the Leased Premises
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from any cause whatsoever except that
which is caused by the failure of Landlord to observe any of the
terms and conditions of this Lease where such failure has persisted
for an unreasonable period of time after written notice of such
failure, and Tenant hereby waives all claims in respect thereof
against Landlord. The obligations of Tenant under this section
arising by reason of any occurrence taking place during the term of
this Lease shall survive any termination of this Lease.
14.02 Landlord shall
indemnify and hold harmless Tenant against and from all claims
arising from any breach or default in the performance of any
obligation on Landlord’s part to be performed under this
Lease, or arising from any act, neglect, fault or omission of
Landlord or of its agents, employees or contractors and from and
against all reasonable costs, reasonable attorneys’ fees,
expenses and liabilities actually incurred in or about such claim
or any action or proceeding brought relative thereto and in case
any action or proceeding be brought against Tenant by reason of any
such claim, Landlord upon notice from Tenant shall defend the same
at Landlord’s expense by counsel, chosen by Landlord and who
is reasonably acceptable to Tenant. The obligations of Landlord or
Tenant under this section arising by reason of any occurrence
taking place during the term of this Lease shall survive any
termination of this Lease.
WAIVER OF CLAIMS
15.01 Tenant, as a material
part of the consideration to be rendered to Landlord, hereby waives
all claims against Landlord for damages to goods, wares and
merchandise in, upon or about the Leased Premises and for injury to
Tenant, its agents, employees, invitees, or third persons in or
about the Leased Premises from any cause arising at any time, other
than the intentional misconduct or negligence of Landlord, its
agents and employees.
LANDLORD’S
REPAIRS
16.01 Tenant agrees that no
representations respecting the Leased Premises or the condition
thereof and that no promises to decorate, alter, repair or improve
the Leased Premises, either before or after the execution hereof,
have been made by Landlord or its agents to Tenant, unless the same
are contained in the Work Agreement or Exhibit “B” or
elsewhere in this Lease.
16.02 Landlord shall maintain
and repair only the common hallways and corridors, common rest
rooms, main lobby area, heating, ventilating and air-conditioning
systems, elevators, building and floor access control systems,
electrical and plumbing systems, driveways and parking areas
located on the Property, if any, the roof, foundation, floors and
exterior walls and glass of the Building. Notwithstanding
Landlord’s obligation to maintain and repair under this
Paragraph 16, Tenant shall repair and pay for any damage caused by
Tenant, or Tenant’ s employees, agents, contractors, invitees
or licensees, or caused by Tenant’s default hereunder. Tenant
shall immediately give Landlord written notice of any defect or
need for repairs known to Tenant, after which Landlord shall have a
reasonable time within which to repair same or cure such defect.
Landlord’s
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such obligation of Tenant shall survive
the expiration or sooner termination of the Term.
ENTRY BY LANDLORD
19.01 Tenant shall permit
Landlord and Landlord’s agents to enter the Leased Premises
at all reasonable times for the purpose of inspecting the same to
perform janitorial and cleaning services, or for the purpose of
maintaining the Building, or for the purpose of decorating, making
repairs, alterations, or additions to any portion of the Building,
including the erection and maintenance of such scaffolding,
canopies, fences and props as may be required, or for the purpose
of posting notices of non-responsibility for alterations,
additions, or repairs, or for the purpose of showing the Leased
Premises to prospective tenants within six (6) months prior to the
expiration of the Lease, or placing upon the Building any usual or
ordinary “for sale” signs, without any rebate of rent
and without any liability to Tenant for any loss of occupation or
quiet enjoyment of the Leased Premises thereby occasioned; and
shall permit Landlord at any time within thirty (30) days prior to
the expiration of this Lease, to place upon the Leased Premises any
usual or ordinary “to let” or “to lease”
signs. For each of the aforesaid purposes, Landlord shall at all
times have and retain a key with which to unlock all of the
exterior doors about the Leased Premises. Any entry by Landlord
shall be made upon notice to Tenant and during regular business
hours or as otherwise acceptable to Tenant (other than in an
emergency) . In an emergency, Landlord shall have the right to
enter the Leased Premises for any proper purpose.
SERVICES
20.01 Subject to the
provisions set forth below in this Paragraph 20.01, Landlord shall
furnish the following services to the Leased Premises:
(a) Seasonable heating and
air-conditioning between the hours of 8:00 a.m. and 6:00 p.m. on
Mondays through Fridays, inclusive, and on Saturdays between the
hours of 8:00 a.m. and 1:00 p.m., except for those days which are
Holidays as defined on Exhibit “E” hereto. Heating,
ventilating and air conditioning shall be sufficient to provide
reasonable comfort for normal office use in the Leased Premises.
Fresh air levels shall be maintained in accordance with prevailing
Class A standards and ASHRAE 62-1989 standards (ventilation for
acceptable indoor air quality). Landlord shall provide adequate
thermal environmental comfort and air velocity limits in accordance
with ASHRAE-55. Upon prior notice from Tenant, Landlord shall
provide Tenant with heating and air conditioning services during
hours other than those listed above, it being understood that
Tenant shall pay Landlord $18.00 per hour for such
service.
(b) General cleaning and
janitorial services as shown on the attached schedule commencing
after 5:00 p.m. on Mondays through Fridays, inclusive, except for
Holidays.
(c) Passenger elevator
service at all times; provided, however, the Landlord reserves the
right to reduce the
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number of elevators in
operation after 6:00 p.m. on Mondays through Fridays and at all
times on Saturdays, Sundays, and Holidays and to impose such other
reasonable elevator security measures as the Landlord deems
appropriate.
(d) Common use restroom
facilities and drinking water.
(e) Electricity for lighting
and small business machines designed to operate on 110-120 volt
electric power (e.g., ticket printers, facsimile machines,
typewriters, dictating machines, adding machines, calculators,
copiers, postage machines, teletypes, personal computers and any
other small office equipment that is not computer related except
personal computers, and any other equipment typical for
Tenant’ s use provided that such use is not more than
standard office use).
20.02 Tenant will not use any
electrical equipment which in Landlord’s opinion will
overload the wiring installations or interfere with the reasonable
use thereof by other users in the Building. Tenant will not,
without Landlord’s prior written consent in each instance,
connect any additional items (e.g., electric heaters, vending
equipment and auxiliary air-conditioners) to the Building’s
electrical system, or make any alteration or addition to the
system. Should Landlord grant such consent, all additional circuits
or equipment required therefor shall be installed by Landlord and
the cost of such installation, equipment and metering device shall
be paid by Tenant. The consumption of electricity for such
additional equipment shall be paid monthly by Tenant to Landlord at
the prevailing utility company rates. In the event the Tenant
desires heating, ventilating or air-conditioning services in
addition to those set forth above, the Landlord shall use its best
efforts to make same available to Tenant at such rates as may be
established from time to time by Landlord.
20.03 Landlord shall not be
liable for any damages directly or indirectly resulting from the
installation, use or interruption of use of any equipment in
connection with the furnishing of services referred to in this
Lease, and particularly any interruption in services by any cause
beyond the control of Landlord.
20.04 Landlord reserves the
right to stop services of the heating, elevators, plumbing,
air-conditioning, electrical power or other utilities or services
when necessary by reason of war, insurrection, civil commotion,
riots, acts of God or the enemy, governmental action, repairs,
improvements, alterations, strikes, lockouts, picketing, whether
legal or illegal, accidents, actions or inactions of Tenant, its
agents, contractors, servants, employees, sublessees,
concessionaires, licensees, invitees, or guests, inability of
Landlord to obtain fuel or supplies or any other cause or causes
beyond the reasonable control of Landlord.
ABANDONMENT
21.01 Intentionally
omitted.
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DESTRUCTION
22.01 In the event of (a) a
partial destruction of the Leased Premises or the Building during
the lease term which requires repairs to either the Leased Premises
or the Building, or (b) the Leased Premises or the Building being
declared unsafe or unfit for occupancy by any authorized public
authority for any reason other than Tenant’s act, use or
occupation which declaration requires repairs to either the Leased
Premises or the Building, Landlord shall forthwith make repairs,
provided repairs can be made within sixty (60) days under the laws
and regulations of authorized public authorities, but partial
destruction (including any destruction necessary in order to make
repairs required by any declaration) shall in no way annul or void
this Lease, except that Tenant shall be entitled to a proportionate
reduction of rent while such repairs are being made. The
proportionate reduction is to be based upon the extent to which the
making of repairs shall interfere with the business carried on by
Tenant in the Leased Premises. In the event that repairs cannot be
made within sixty (60) days, or repairs cannot be made under
current laws and regulations, this Lease may be terminated at the
option of either party. A total destruction (including any
destruction required by any authorized public authority) of either
the Leased Premises or the Building shall terminate this Lease. In
the event of any dispute between Landlord and Tenant relative to
the provisions of this paragraph, they may each select an
arbitrator, the two arbitrators so selected shall select a third
arbitrator and the three arbitrators so selected shall hear and
determine the controversy and their decision thereon shall be final
and binding on both Landlord and Tenant who shall bear the cost of
such arbitration equally between them. Landlord shall not be
required to repair any property installed in the Leased Premises by
Tenant. Tenant waives any right under applicable laws inconsistent
with the terms of this paragraph and in the event of a destruction
agrees to accept any offer by Landlord to provide Tenant with
comparable space within the project in which the Leased Premises
are located on the same terms as this Lease.
ASSIGNMENT AND
SUBLETTING
23.01 Landlord shall have the
right to transfer and assign, in whole or in part its rights and
obligations in the Building and Property that are the subject of
this Lease. Tenant shall not assign this Lease or sublet all or any
part of the Leased Premises without the prior written consent of
the Landlord. In the event of any assignment or subletting, Tenant
shall nevertheless at all times, remain fully responsible and
liable for the payment of the rent and for compliance with all of
its other obligations under the terms, provisions and covenants of
this Lease. If all or any part of the Leased Premises are then
assigned or sublet, Landlord, in addition to any other remedies
provided by this Lease or provided by law, may at its option,
collect directly from the assignee or subtenant all rents becoming
due to Tenant by reason of the assignment or sublease. Any
collection directly by Landlord from the assignee or subtenant
shall not be construed to constitute a novation or a
11
release of Tenant from the further
performance of its obligations under this Lease.
INSOLVENCY OF
TENANT
24.01 Either (a) the
appointment of a trustee to take possession of all or substantially
all of the assets of Tenant, or (b) a general assignment by Tenant
for the benefit of creditors, or (c) any action taken or suffered
by Tenant under any insolvency or bankruptcy act shall, if any such
appointments, assignments or action continues for a period of
thirty (30) days, constitute a breach of this Lease by Tenant, and
Landlord may at its election without notice, terminate this Lease
and in that event be entitled to immediate possession of the Leased
Premises and damages as provided below.
BREACH BY TENANT
25.01 In the event of a
monetary default by Tenant, which is not cured within ten (10) days
of receipt of written notice by Tenant of such default or in the
event of a nonmonetary default by Tenant which is not cured within
thirty (30) days of receipt of written notice by Tenant of such
default, Landlord in addition to any and all other rights or
remedies that it may have hereunder, at law or in equity shall have
the right to either terminate this Lease or from time to time,
without terminating this Lease relet the Leased Premises or any
part thereof for the account and in the name of Tenant or
otherwise, for any such term or terms and conditions as Landlord in
its sole discretion may deem advisable with the right to make
reasonable alterations and repairs to the Leased Premises. Tenant
shall pay to Landlord, as soon as ascertained, the costs and
expenses incurred by Landlord in such reletting or in making such
reasonable alterations and repairs. Should such rentals received
from time to time from such reletting during any month be less than
that agreed to be paid during that month by Tenant hereunder, the
Tenant shall pay such deficiency to Landlord. Such deficiency shall
be calculated and paid monthly.
25.02 No such reletting of
the Leased Premises by Landlord shall be construed as an election
on its part to terminate this Lease unless a notice of such
intention be given to Tenant or unless the termination thereof be
decreed by a court of competent jurisdiction. Notwithstanding any
such reletting without termination, Landlord may at any time
thereafter elect to terminate this Lease for such previous breach
provided it has not been cured. Should Landlord at any time
terminate this Lease for any breach, including the cost of
recovering the Leased Premises, and including (1) all amounts that
would have fallen due as rent between the time of termination of
this Lease and the time of judgment, or other award, less the
avails of all relettings and attornments, plus interest on the
balance at the rate of twelve percent (12%) per year; and (2) the
worth at the time of the judgment or other award, of the amount by
which the unpaid rent for the balance of the term exceeds the
amount of such rental less that Tenant proves could be reasonably
avoided. “Worth” as used in this provision, is computed
by discounting the total at the discount rate of the Federal
Reserve Bank of Atlanta at the time of the judgment, or award, plus
one percent (1%).
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ATTORNEYS’
FEES/COLLECTION CHARGES
26.01 Should Landlord be
named as a ‘defendant in any suit brought against Tenant in
connection with or arising out of Tenant’s occupancy
hereunder, Tenant shall pay to Landlord its cost and expenses
incurred in such suit, including reasonable attorneys’ fees.
If any rent or other sums of money owed or owing under this Lease
is collected by or through an attorney at law, Tenant agrees to pay
fifteen percent (15%) thereof as attorneys’ fees. In the
event of any dispute under this Lease, the prevailing party shall
be entitled to an award of its costs and reasonable
attorney’s fees against the nonprevailing party.
CONDEMNATION
27.01 If, at any time during
the term of this Lease, title to the Leased Premises should become
vested in a public or quasi-public authority by virtue of the
exercise of expropriation, appropriation, condemnation or other
power in the nature of eminent domain, or by voluntary transfer
from the owner of the Leased Premises under threat of such a taking
then this Lease shall terminate as of the time of such vesting of
title, after which neither party shall be further obligated to the
other except for occurrence antedating such taking. The same
results shall follow if less than the entire Leased Premises be
thus taken, or transferred in lieu of such a taking, but to such
extent that it would be legally and commercially impossible for
Tenant to occupy the portion of the Leased Premises remaining, and
impossible for Tenant to reasonably conduct his trade or business
therein.
27.02 Should there be such a
partial taking or transfer in lieu thereof, but not to such an
extent as to make such continued occupancy and operation by Tenant
an impracticability, then this Lease shall continue on all of its
same terms and conditions subject only to an equitable reduction in
rent proportionate to such taking.
27.03 In the event of any
such taking or transfer, whether of the entire Leased Premises, or
a portion thereof, it is expressly agreed and understood that all
sums awarded, allowed or received in connection therewith shall
belong to Landlord, and any rights otherwise vested in Tenant are
hereby assigned to Landlord, and Tenant shall have no interest in
or claim to any such sums or any portion thereof, whether the same
be for the taking of the property or for damages, or otherwise.
Landlord agrees that Tenant shall be entitled to pursue a separate
award against the condemning authority so long as such award does
not diminish or interfere with Landlord’s award.
NOTICES
28.01 All notices,
statements, demands, requests, consents, approvals, authorization,
offers, agreements, appointments, or designations under this Lease
by either party to the other shall be in writing and shall be
sufficiently given and served upon the other party, if sent by
certified mail, return receipt requested, postage prepaid, and
addressed as follows:
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(a) |
To Tenant at the Leased Premises with a copy to Timothy J.
Severt, Vice-President Administration, World Travel Partners, 1055
Lenox Park Boulevard, Suite 420, Atlanta, Georgia
30319; |
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(b) |
To Landlord, addressed to Landlord at 4497 Park Drive,
Norcross, Georgia 30093, with a copy to such other place as
Landlord may from time to time designate by notice to
Tenant. |
WAIVER
29.01 The waiver by Landlord
or Tenant of any breach of any term, covenant, or condition herein
contained shall not be deemed to be a waiver of such term,
covenant, or condition or any subsequent breach of the same or any
other term, covenant, or condition herein contained. The subsequent
acceptance of rent hereunder by Landlord shall not be deemed to be
a waiver of any preceding breach by Tenant of any term, covenant,
or condition of this Lease, other than the failure of Tenant to pay
the particular rental so accepted, regardless of Landlord’s
knowledge of such preceding breach at the time of acceptance of
such rent.
EFFECT OF HOLDING
OVER
30.01 If Tenant should remain
in possession of the Leased Premises after the expiration of the
lease term and without executing a new lease, then such holding
over shall be construed as a tenancy from month to month, subject
to all the conditions, provisions, and obligations of this Lease
insofar as the same are applicable to a month to month tenancy,
except that the rent payable hereunder shall be increased to 150%
of the amount set out in subparagraph 3.01.
SUBORDINATION
31.01 This Lease, at
Landlord’s option, shall be subordinate to any ground lease,
first priority mortgage, first priority deed of trust, or first
priority security deed now or hereafter placed upon the real
property of which the Leased Premises are a part and to any and all
advances made on the security thereof and to all renewals,
modifications, consolidations, replacements and extensions
thereof.
31.02 Tenant and Landlord
agree to execute any documents required to effectuate such
subordination or to make this Lease prior to the lien of any such
ground lease, mortgage, deed of trust, or security deed, as the
case may be, including specifically a subordination,
non-disturbance and attornment agreement in the form hereto
attached as Exhibit “D”, and failing to do so within
ten (10) days after written demand, does hereby make, constitute
and irrevocably appoint Landlord as Tenant’s attorney in fact
and in Tenant’s name, place and stead, to do so. If requested
to do so, Tenant agrees to attorn to any person or other entity
that acquires title to the real property encompassing the Leased
Premises, whether through judicial foreclosure, sale under power,
or otherwise, and to any assignee of such person or other
entity.
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ESTOPPEL
CERTIFICATE
32.01 Upon ten (10) days
notice from Landlord to Tenant, Tenant shall deliver a certificate
dated as of the first day of the calendar month in which such
notice is received, executed by an appropriate officer, partner or
individual, in the form as Landlord may require and stating but not
limited to the following: (i) the commencement date of this Lease;
(ii) the space occupied by Tenant hereunder; (iii) the expiration
date hereof; (iv) a description of any renewal or expansion
options; (v) the amount of rental currently and actually paid by
Tenant under this Lease; (vi) the nature of any default or claimed
default hereunder by Landlord and (vii) that Tenant is not in
default hereunder nor has any event occurred which with the passage
of time or the giving of notice would become a default by Tenant
hereunder.
PARKING
33.01 Tenant shall be
entitled to park in common with other tenants of Landlord. Landlord
shall provide 4.0 parking spaces per 1,000 square feet of space in
the Leased Premises at no extra charge to Tenant. Tenant agrees not
to overburden the parking facilities and agrees to cooperate with
Landlord and other tenants in the use of parking facilities.
Landlord reserves the right in its absolute discretion to determine
whether parking facilities are becoming crowded and, in such event,
to allocate parking spaces among Tenant and other tenants. There
will be no assigned parking. Tenant agrees to park all
Tenant’s trucks in the parking spaces provided at the rear of
the building. “Parking” as used herein means the use by
Tenant’s employees, its visitors, invitees, and customers for
the parking of motor vehicles for such periods of time as are
reasonably necessary in connection with use of and/or visits to the
demised premises. No vehicle may be repaired or serviced in the
parking area and any vehicle deemed abandoned by Landlord will be
towed from the project and all costs therein shall be borne by the
Tenant. All driveways, ingress and egress, and all parking spaces
are for the joint use of all tenants. No area outside of the Leased
Premises shall be used by Tenant for storage without
Landlord’s prior written permission.
MORTGAGE
PROTECTION
34.01 In the event of any
default on the part of Landlord, Tenant will give notice by
registered or certified mail to any beneficiary of a deed or trust
or holder of a security deed or mortgage covering the Leased
Premises whose address shall have been furnished it, and shall
offer such beneficiary or holder a reasonable opportunity to cure
the default, including time to obtain possession of the Leased
Premises by power of sale or a judicial foreclosure, if such should
prove necessary to effect a cure.
RULES AND
REGULATIONS
35.01 This Lease is subject
to the rules and regulations pertaining to the Building, which are
attached as Exhibit “E”. Tenant, its employees, agents,
visitors, invitees, contractors
15
and customers will perform and abide by
said Rules and Regulations, and any amendments or additions to said
Rules and Regulations as may be made from time to time by Landlord.
Such amendments shall not adversely impact the business terms of
this Lease.
RELOCATION
36.01 Intentionally
omitted.
MISCELLANEOUS
PROVISIONS
A. Whenever the singular
number is used in this Lease and when required by the context, the
same shall include the plural, and the masculine gender shall
include the feminine and neuter genders, and the word
“person” shall include corporation, firm or
association. If there be more than one tenant, the obligations
imposed upon Tenant under this Lease shall be joint and
several.
B. The headings or titles to
paragraphs of this Lease are for convenience only and shall have no
effect upon the construction or interpretation of any part of this
Lease.
C. This instrument contains
all of the agreements and conditions made between the parties to
this Lease and may not be modified orally or in any other manner
than by agreement in writing signed by all parties to this
Lease.
D. Where the consent or
approval of a party is required, such consent or approval will not
be unreasonably withheld or delayed.
E. This Lease shall create
the relationship of Landlord and Tenant between Landlord and
Tenant; no estate shall pass out of Landlord; Tenant has only a
usufruct, not subject to levy and/or sale and not assignable by
Tenant except as provided in paragraph 20.01 hereof.
F. Except as otherwise
expressly stated, each payment required to be made by Tenant shall
be in addition to and not in substitution for other payments to be
made by Tenant.
G. All covenants and
agreements to be performed by Tenant under any of the terms of this
Lease shall be performed by Tenant at Tenant’s sole cost and
expense and without any abatement of rent.
H. No payment by Tenant or
receipt by Landlord of a lesser amount than any installment or
payment of rent due shall be deemed to be other than on account of
the amount due, and no endorsement or statement on any check or
payment of rent shall be deemed an accord and satisfaction.
Landlord may accept such check or payment without prejudice to
Landlord’s right to recover the balance of such installment
or payment of rent, or pursue any other remedies available to
Landlord.
I. Subject to paragraph 20,
the terms and provisions of this Lease shall be binding upon and
inure to the benefit of the heirs, executors, administrators,
successors, and assigns of Landlord and Tenant.
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J. Tenant acknowledges and
agrees that Landlord shall not be responsible for providing any
further security protection for the Leased Premises than that set
out on the attached schedule.
K. This Lease shall be
governed by Georgia law.
L. Time is of the essence of
each term and provision of this Lease.
M. Tenant shall not record
this Lease or a memorandum thereof without the written consent of
Landlord. Upon the request of Landlord, Tenant shall join in the
execution of a memorandum or so-called “short form” of
this Lease for the purpose of recordation. Said memorandum or short
form of this Lease shall describe the parties, the Leased Premises
and the lease term, and shall incorporate this Lease by
reference.
N. Landlord’s liability
for performance of its obligations under the terms of this Lease
shall be limited to its interest in the Building.
O. Landlord hereby grants to
Tenant the right of first refusal to lease any of the space in the
Building as such space becomes vacant (the Adjacent Space) under
the same terms and conditions as the Lease, except such terms as
may be contained in the notice set out below. This right of first
refusal to lease the Adjacent Space shall be specifically made
subordinate to the rights of Wang Laboratories, Inc. to lease the
space as contained in that certain lease Agreement by and between
Honeywell Bull, Inc. and CDA-Weeks dated May 27, 1988, as assigned
and amended.
So long as Tenant is not then
in default under the Lease, Landlord will notify Tenant when it has
made a proposal to lease any portion of the Adjacent Space to a
third party and the terms and conditions upon which it is willing
to lease such space.
Tenant shall provide written
notice to Landlord, as to Tenant’s decision to lease or not
to lease that portion of the Adjacent Space within two (2) business
days after Landlord has notified Tenant of the availability of such
space (which notice can be verbal or by fax, addressed to Timothy
J. Severt, Vice President Administration and Brian Learst, Chief
Financial Officer, or their successors or supervisors, at World
Travel Partners, 1055 Lenox Park Boulevard, Suite 420, Atlanta,
Georgia 30319). If Tenant does provide such notice to lease the
Adjacent Space, Landlord and Tenant will execute a lease for the
Adjacent Space within ten (10) days after Landlord’s receipt
of Tenant’s notice of intent to lease on all the same terms
as this Lease except for the rental terms, and other matters which
shall be the same as those contained in the proposal to the third
party. If Tenant does not provide written notice or indicates that
it will not exercise its right of first refusal, this right will
expire and Landlord shall have no future obligations to Tenant with
regard to that portion of the Adjacent Space which was subject to
such notice.
P. Tenant shall have the
option to terminate this Lease at any time effective on December
31, 1996 or the last day of any
17
calendar month thereafter provided that
Tenant gives written notice to Landlord of its intention to
terminate at least one hundred twenty (120) days prior to the
termination date and provided that Tenant pays to Landlord a sum
equal to the unamortized tenant improvements and broker’s
commissions relating to the Lease. The total amount of tenant
improvements and brokers commissions equal $111,592.00 which shall
be amortized over thirty six (36) months at an interest rate of
nine and one half (9.5%) percent. The schedule for such amount is
attached as Exhibit “H” . It is hereby acknowledged
that any such amount required to be paid by Tenant in connection
with such early termination is not a penalty but a reasonable
estimate of the loss that would be incurred by Landlord as a result
of such early termination of this Lease and, in that regard,
constitutes liquidated damages with respect to such
loss.
On or prior to the
termination date, Tenant will surrender possession of the Leased
Premises in accordance with the provisions of this Lease as if the
termination date were the expiration date of this Lease.
Q. The building is equipped
with an Essex Elevator Security System that restricts access to
single tenant floors at times determined by Tenant. Landlord
reserves the right to change the type of lock off system, however
the Landlord agrees that it will not remove the lock off
system.
R. Tenant shall have the
option to renew this Lease Agreement for one (1) three (3) year
term, provided that Tenant gives written notice to Landlord of its
intention to renew at least one hundred eighty (180) days prior to
the end of the then current term thereof. The renewal shall be upon
the same terms and conditions and the same base year as the
Agreement, except that the base rent for the renewal term shall be
subject to adjustment on the first (1st) day of the renewal term
{the “First Adjustment Date”) as follows: The base for
computing such adjustment is the Index, as defined hereinbelow. If
the index published for the month immediately preceding the First
Adjustment Date (the “First Adjustment Index”) has
increased over the index published for the first month after the
Commencement Date (the “Initial Index”), the Renewal
Base Rate shall be adjusted by multiplying the Renewal Base Rate by
a fraction, the numerator of which is the First Adjustment Index
and the denominator of which is the Initial Index. However,
notwithstanding the foregoing, in no event shall such Annual Rental
increase less than four (4%) percent or more than twelve (12%)
percent.
“Index” shall
mean the Consumer Price Index for All Urban Consumers, U.S. City
Average for All Items (1982-1984 = 100) published by the Bureau of
Labor Statistics, United States Department of Labor. If the Index
shall be revised or cease to be compiled and published at any time
during the term of this Lease, but a comparable successor index is
compiled and published by the Bureau of Labor Statistics, United
States Department of Labor, the adjustments shall be computed
according to such successor index, with appropriate adjustments in
the index to reflect any differences in the method of computation
from the Index. If the Index is changed so that the base year
differs from that in effect on the Commencement Date, the Index
shall be converted in
18
accordance with the conversion factor
published with the Bureau of Labor Statistic, United States
Department of Labor. If, at anytime during the term of this Lease,
neither the Index nor a comparable successor index is compiled or
published by the Bureau of Labor Statistics, the index for
“all items” compiled and published by any other branch
or department of the Federal Government shall be used for the
adjustments, and if no such index is compiled and published by any
branch or department of the Federal government, the statistics
reflecting cost of living increases as compiled any institution or
organization or individual generally recognized as an authority by
financial and insurance institutions shall be used as a basis for
such adjustments in order to obtain substantially the same result
as would have been obtained if the Index had not been discontinued
or revised.
It is expressly understood
that Tenant shall have no option to renew this Lease for the
renewal term if at the time of the attempted exercise of such
option or at the commencement of such renewal term this Lease is
not then in full force and effect and if Tenant is then in default
of any terms and conditions of this Lease.
S. Tenant will purchase and
install a new supplemental HVAC unit in the Leased Premises. This
HVAC unit will be separately metered and Tenant will be fully
responsible for the cost and maintenance associated with such HVAC
unit.
T. Exhibits A, B, C, D, E, F
and G are attached hereto and made a part hereof by
reference.
U. In addition to the
Allowance as set forth in Paragraph 6.01 herein, Landlord shall
provide Tenant a special space planning allowance equal to
$1,521.72, payable upon execution of this Lease.
V. It is understood and
agreed that Tenant may utilize Suite numbers 710, 720, 730, 740,
750 and 775 in addition to Suite number 700, however, such
additional suite numbers shall not apply as to the provisions of
paragraph 28.01 of the Lease.
W. Landlord will disburse the
Allowance to Tenant upon compliance by Tenant with the following
conditions:
(a) Tenant shall submit to
Landlord an application and certificate for payment, showing the
amount of the Improvements installed or constructed through the
date of the draw request. The form shall be signed by Tenant and
its contractor and shall be accompanied by such documentation as is
reasonably required by Landlord to verify and ensure that the work
shown on the draw request has been completed.
(b) Tenant shall submit to
Landlord such lien waivers and affidavits as are necessary, in
Landlord’s opinion, to ensure that the Leased Premises, the
Building and the Land remain free and clear of all liens and other
encumbrances arising as a result of the installation and
construction of the Improvements. All such lien waivers and
affidavits shall be satisfactory in form and substance to
Landlord.
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(c) Tenant shall obtain a
certificate of occupancy from Dekalb County for the Leased
Premises. Tenant agrees that it shall have no right to, and will
not, occupy the Leased Premises until a certificate of occupancy
for the Leased Premises has been issued by the appropriate
governmental authority(ies).
(d) All construction work
done by Tenant in the Leased Premises shall be pursued diligently
to completion and shall be performed in a good and workmanlike
manner, and in compliance with all governmental regulations. Tenant
covenants and agrees that all contractors, subcontractors and other
persons or entities performing work for Tenant at the Leased
Premises will carry (i) liability insurance in amounts acceptable
to Landlord, in Landlord’s reasonable opinion, and (ii)
worker’s compensation insurance in the amounts required by
law.
(e) Tenant hereby indemnifies
Landlord against, and shall keep all portions of the Leased
Premises, the Building and the Land free from liens for any work
performed, material furnished or obligations incurred by Tenant.
Should any liens or claims be filed against all or any portion of
the Leased Premises, the Building or the Land by reason of
Tenant’s acts, omissions or work performed by any person or
entity, Tenant shall cause same to be discharged by bond or
otherwise within fifteen (15) days following notice thereof. If
Tenant fails to cause any such lien or claim to be discharged
within the required time, Landlord may cause same to be discharged
and may make any payment that Landlord, in its reasonable judgment,
considers necessary, desirable or proper in order to do so. All
amounts paid by Landlord shall bear interest at the lower of (i)
eighteen percent (18%) per annum, or (ii) the highest rate
permitted under applicable law, from the date of payment by
Landlord and shall be payable by Tenant to Landlord upon written
demand.
(SIGNATURES CONTAINED ON
FOLLOWING PAGE)
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IN WITNESS WHEREOF, the
parties hereto who are individuals have set their hands and seals,
and the parties who are corporations have caused this instrument to
be duly executed by-its proper officers and its corporate seal to
be affixed, as of the day and year first above written.
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LANDLORD:
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Signed, sealed and delivered as to Landlord,
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WEEKS REALTY, L.P.,
a Georgia Limited Partnership |
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/s/ Patricia L. Adams
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By: |
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Weeks Corporation,
a Georgia Corporation,
its sole general partner
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Notary Public, Gwinnett
County, Georgia
My Commission Expires June 9,
1997
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By:
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/s/ A. R. Weeks, Jr.
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Notary Public
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Name:
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A. R. Weeks, Jr.
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Its:
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Chairman/ CEO
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(Corporate Seal)
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Signed, sealed and delivered as to Tenant,
in the presence of: |
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TENANT:
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WORLD TRAVEL PARTNERS, LTD.
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/s/ Notary Public
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By:
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/s/ Timothy J. Severt
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Name:
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Timothy J. Severt
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Notary Public
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Its:
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VP of Administration
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| [SEAL] |
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ATTEST:
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My Commission
Expires
___________
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By:
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Name:
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Its:
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EXHIBIT
“A”
Wooks
Corporation
4497 Park
Drive
Norcross, Georgia
30093
404 923-4076 /
Phone
404
717-3310/Fax
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