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Exhibit 10.28
STANDARD FORM OF OFFICE LEASE
The Real Estate Board of New York, Inc.
Agreement of Lease, made
as of this 12 day of Sept, 1996, between
JOSEPH P. DAY REALTY CORP., as
agent, for 800 Third Avenue Associates, having an office at 9 East
40th Street, New York, New York 10016
party
of the first part, hereinafter referred to as OWNER,
and
ASSET ALLIANCE CORPORATION, a
Delaware corporation
having
a place of business at 90 Broad Street, New York, New York
10004
party
of the second part, hereinafter referred to as
TENANT,
Witnesseth:
Owner
hereby leases to Tenant and Tenant hereby hires from
Owner
a
portion of the 16th Floor as shown on the attached Floor
Plan
in
the building known as 800 Third Avenue
in
the Borough of Manhattan, City of New York, for a term
of:
Ten
years (or until such term shall sooner cease and expire as
hereinafter provided) to commence on November 1, 1996 (the
“Commencement Date”) and to end on October 31,
2006, both dates inclusive, at an annual rental rate of: One
Hundred Thirty-one Thousand One Hundred Eighty and no/100
($131,180.00) Dollars per annum, subject to the concession set
forth in Article 67 below, which Tenant agrees to pay in
lawful money of the United States which shall be legal tender
in payment of all debts and dues, public and private, at the
time of payment, in equal monthly installments in advance on
the first day of each month during said term, at the office of
Owner or such other place as Owner may designate, without any
set off or deduction whatsoever, except that Tenant shall pay
the first monthly installment(s) on the execution hereof
(unless this lease be a renewal).
In
the event that, at the commencement of the term of this lease,
or thereafter, Tenant shall be in default in payment of rent
to Owner pursuant to the terms of another lease with Owner or
with Owner’s predecessor in interest, Owner may at
Owner’s option and without notice to Tenant add the
amount of such arrears to any monthly installment of rent
payable hereunder and the same shall be payable to Owner as
additional rent.
The
parties hereto, for themselves, their heirs, distributees,
executors, administrators, legal representatives, successors
and assigns, hereby covenant as follows:
Rent: 1. Tenant
shall pay the rent as above and as hereinafter
provided.
Occupancy: 2. Tenant
shall use and occupy the demised premises for executive offices and
for no other purpose.
Tenant Alterations: 3. Tenant
shall make no changes in or to the demised premises of any nature
without Owner’s prior written consent. Subject to the prior
written consent of Owner, and to the provisions of this article.
Tenant, at Tenant’s expense, may make alterations,
installations, additions or improvements which are non-structural
and which do not affect utility services or plumbing and electrical
lines, in or to the interior of the demised premises by using
contractors or mechanics first approved in each instance by Owner.
Tenant shall, before making any alterations, additions,
installations or improvements, at its expense, obtain all permits,
approvals and certificates required by any governmental or
quasi-governmental bodies and (upon completion) certificates of
final approval thereof and shall deliver promptly duplicates of all
such permits, approvals and certificates to Owner and Tenant agrees
to carry and will cause Tenant’s contractors and
sub-contractors to carry such workman’s compensation, general
liability, personal and property damage insurance as Owner may
require. If any mechanic’s lien is filed against the demised
premises, or the building of which the same forms a part, for work
claimed to have been done for, or materials furnished to, Tenant,
whether or not done pursuant to this article, the same shall be
discharged by Tenant within thirty days thereafter, at
Tenant’s expense, by payment or filing the bond required by
law. All fixtures and all paneling, partitions, railings and like
installations, installed in the premises at any time, either by
Tenant or by Owner on Tenant’s behalf, shall, upon
installation, become the property of Owner and shall remain upon
and be surrendered with the demised premises;
1 the
same shall be removed from the premises by Tenant prior to the
expiration of the lease, at Tenant’s expense. Nothing in this
Article shall be construed to give Owner title to or to prevent
Tenant’s removal of trade fixtures, moveable office furniture
and equipment, but upon removal of any such from the premises or
upon removal of other installations as may be required by Owner,
Tenant shall immediately and at its expense, repair and restore the
premises to the condition existing prior to installation and repair
any damage to the demised premises or the building due to such
removal. All property permitted or required to be removed, by
Tenant at the end of the term remaining in the premises after
Tenant’s removal shall be deemed abandoned and may. at the
election of Owner, either be retained as Owner’s property or
may be removed from the premises by Owner, at Tenant’s
expense.
Maintenance and Repairs: 4. Tenant
shall, throughout the term of this lease, take good care of the
demised premises and the fixtures and appurtenances therein. Tenant
shall be responsible for all damage or injury to the demised
premises or any other part of the building and the systems and
equipment thereof, whether requiring structural or nonstructural
repairs caused by or resulting from carelessness, omission, neglect
or improper conduct of Tenant, Tenant’s subtenants, agents,
employees, invitees or licensees, or which arise out of any work,
labor, service or equipment done for or supplied to Tenant or any
subtenant or arising out of the installation, use or operation of
the property or equipment of Tenant or any subtenant. Tenant shall
also repair all damage to the building and the demised premises
caused by the moving of Tenant’s fixtures, furniture and
equipment. Tenant shall promptly make, at Tenant’s expense,
all repairs in and to the demised premises for which Tenant is
responsible, using only the contractor for the trade or trades in
question, selected from a list of at least two contractors per
trade submitted by Owner. Any other repairs in or to the building
or the facilities and systems thereof for which Tenant is
responsible shall be performed by Owner at the Tenant’s
expense. Owner shall maintain in good working order and repair the
exterior and the structural portions of the building, including the
structural portions of its demised premises, and the public
portions of the building interior and the building plumbing,
electrical, heating and ventilating systems (to the extent such
systems presently exist) serving the demised premises. Tenant
agrees to give prompt notice of any defective condition in the
premises for which Owner may be responsible hereunder. There shall
be no allowance to Tenant for diminution of rental value and no
liability on the part of Owner by reason of inconvenience,
annoyance or injury to business arising from Owner or others making
repairs, alterations, additions or improvements in or to any
portion of the building or the demised premises or in and to the
fixtures, appurtenances or equipment thereof. It is specifically
agreed that Tenant shall not be entitled to any setoff or reduction
of rent by reason of any failure of Owner to comply with the
covenants of this or any other article of this Lease. Tenant agrees
that Tenant’s sole remedy at law in such instance will be by
way of an action for damages for breach of contract. The provisions
of this Article 4 shall not apply in the case of fire or other
casualty which are dealt with in Article 9 hereof.
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Window Cleaning:
5. Tenant
will not clean nor require, permit, suffer or allow any window in
the demised premises to be cleaned from the outside in violation of
Section 202 of the Labor Law or any other applicable law or of the
Rules of the Board of Standards and Appeals, or of any other Board
or body having or asserting jurisdiction.
Requirements of Law, Fire Insurance, Floor Loads:
6. Prior
to the commencement of the lease term, if Tenant is then in
possession, and at all times thereafter, Tenant, at Tenant’s
sole cost and expense, shall promptly comply with all present and
future laws, orders and regulations of all state, federal,
municipal and local governments, departments, commissions and
boards and any direction of any public officer pursuant to law, and
all orders, rules and regulations of the New York Board of Fire
Underwriters, Insurance Services Office, or any similar body which
shall impose any violation, order or duty upon Owner or Tenant with
respect to the demised premises, whether or not arising out of
Tenant’s use or manner of use thereof, (including
Tenant’s permitted use) or, with respect to the building if
arising out of Tenant’s use or manner of use of the premises
or the building (including the use permitted under the lease).
Nothing herein shall require Tenant to make structural repairs or
alterations unless Tenant has, by its manner of use of the demised
premises or method of operation therein, violated any such laws,
ordinances, orders, rules, regulations or requirements with respect
thereto. Tenant may, after securing Owner to Owner’s
satisfaction against all damages, interest, penalties and expenses,
including, but not limited to, reasonable attorneys’ fees, by
cash deposit or by surety bond in an amount and in a company
satisfactory to Owner, contest and appeal any such laws,
ordinances, orders, rules, regulations or requirements provided
same is done with all reasonable promptness and provided such
appeal shall not subject Owner to prosecution for a criminal
offense or constitute a default under any lease or mortgage under
which Owner may be obligated, or cause the demised premises or any
part thereof to be condemned or vacated. Tenant shall not do or
permit any act or thing to be done in or to the demised premises
which is contrary to law, or which will invalidate or be in
conflict with public liability, fire or other policies of insurance
at any time carried by or for the benefit of Owner with respect to
the demised premises or the building of which the demised premises
form a part, or which shall or might subject Owner to any liability
or responsibility to any person or for property damage. Tenant
shall not keep anything in the demised premises except as now or
hereafter permitted by the Fire Department, Board of Fire
Underwriters, Fire Insurance Rating Organization or other authority
having jurisdiction, and then only in such manner and such quantity
so as not to increase the rate for fire insurance applicable to the
building, nor use the premises in a manner which will increase the
insurance rate for the building or any property located therein
over that in effect prior to the commencement of Tenant’s
occupancy. Tenant shall pay all costs, expenses, fines, penalties,
or damages, which may be imposed upon Owner by reason of
Tenant’s failure to comply with the provisions of this
article and if by reason of such failure the fire insurance rate
shall, at the beginning of this lease or at any time thereafter, be
higher than it otherwise would be, then Tenant shall reimburse
Owner, as additional rent hereunder, for that portion of all fire
insurance premiums thereafter paid by Owner which shall have been
charged because of such failure by Tenant. In any action or
proceeding wherein Owner and Tenant are parties, a schedule or
“make-up” of rate for the building or demised premises
issued by the New York Fire Insurance Exchange, or other body
making fire insurance rates applicable to said premises shall be
conclusive evidence of the facts therein stated and of the several
items and charges in the fire insurance rates then applicable to
said premises. Tenant shall not place a load upon any floor of the
demised premises exceeding the floor load per square foot area
which it was designed to carry and which is allowed by law. Owner
reserves the right to prescribe the weight and position of all
safes, business machines and mechanical equipment. Such
installations shall be placed and maintained by Tenant, at
Tenant’s expense, in settings sufficient, in Owner’s
judgment, to absorb and prevent vibration, noise and
annoyance.
Subordination: 7. This
lease is subject and subordinate to all ground or underlying leases
and to all mortgages which may now or hereafter affect such leases
or the real property of which demised premises are a part and to
all renewals, modifications, consolidations, replacements and
extensions of any such underlying leases and mortgages. This clause
shall be self-operative and no further instrument of subordination
shall be required by any ground or underlying lessor or by any
mortgagee, affecting any lease or the real property of which the
demised premises are a part. In confirmation of such subordination,
Tenant shall from time to time execute promptly any certificate
that Owner may request.
Property Loss, Damage Reimbursement Indemnity:
8. Owner
or its agents shall not be liable for any damage to property of
Tenant or of others entrusted to employees of the building, nor for
loss of or damage to any property of Tenant by theft or otherwise,
nor for any injury or damage to persons or property resulting from
any cause of whatsoever nature, unless caused by or due to the
negligence of Owner, its agents, servants or employees. Owner or
its agents will not be liable for any such damage caused by other
tenants or persons in, upon or about said building or caused by
operations in construction of any private, public or quasi-public
work. If at any time any windows of the demised premises are
temporarily closed, darkened or bricked up (or permanently closed,
darkened or bricked up, if required by law) for any reason
whatsoever including, but not limited to Owner’s own acts,
Owner shall not be liable for any damage Tenant may sustain thereby
and Tenant shall not be entitled to any compensation therefor nor
abatement or diminution of rent nor shall the same release Tenant
from its obligations hereunder nor constitute an eviction. Tenant
shall indemnify and save harmless Owner against and from all
liabilities, obligations, damages, penalties, claims, costs and
expenses for which Owner shall not be reimbursed by insurance,
including, reasonable attorneys’ fees, paid, suffered or
incurred as a result of any breach by Tenant, Tenant’s
agents, contractors, employees, invitees, or licensees, of any
covenant or condition of this lease, or the carelessness,
negligence or improper conduct of the Tenant, Tenant’s
agents, contractors, employees, invitees or licensees.
Tenant’s liability under this lease extends to the acts and
omissions of any sub-tenant, and any agent, contractor, employee,
invitee or licensee of any sub-tenant. In case any action or
proceeding is brought against Owner by reason of any such claim,
Tenant, upon written notice from Owner, will, at Tenant’s
expense, resist or defend such action or proceeding by counsel
approved by Owner in writing, such approval not to be unreasonably
withheld.
Destruction, Fire and Other Casualty: 9.
(a)
If the demised premises or any part thereof shall be damaged by
fire or other casualty, Tenant shall give immediate notice thereof
to Owner and this lease shall continue in full force and effect
except as hereinafter set forth, (b) If the demised premises are
partially damaged or rendered partially unusable by fire or other
casualty, the damages thereto shall be repaired by and at the
expense of Owner and the rent and other items of additional rent,
until such repair shall be substantially completed, shall be
apportioned from the day following the casualty according to the
part of the premises which is usable, (c) If the demised premises
are totally damaged or rendered wholly unusable by fire or other
casualty, then the rent and other items of additional rent as
hereinafter expressly provided shall be proportionately paid up to
the time of the casualty and thenceforth shall cease until the date
when the premises shall have been repaired and restored by Owner
(or sooner reoccupied in part by Tenant then rent shall be
apportioned as provided in subsection (b) above), subject to
Owner’s right to elect not to restore the same as hereinafter
provided, (d) If the demised premises are rendered wholly unusable
or (whether or not the demised premises are damaged in whole or in
part) if the building shall be so damaged that Owner shall decide
to demolish it or to rebuild it, then, in any of such events, Owner
may elect to terminate this lease by written notice to Tenant,
given within 90 days after such fire or casualty, or 30 days after
adjustment of the insurance claim for such fire or casualty,
whichever is sooner, specifying a date for the expiration of the
lease, which date shall not be more than 60 days after the giving
of such notice, and upon the date specified in such notice the term
of this lease shall expire as fully and completely as if such date
were the date set forth above for the termination of this lease and
Tenant shall forthwith quit, surrender and vacate the premises
without prejudice however, to Landlord’s rights and remedies
against Tenant under the lease provisions in effect prior to such
termination, and any rent owing shall be paid up to such date and
any payments of rent made by Tenant which were on account of any
period subsequent to such date shall be returned to Tenant. Unless
Owner shall serve a termination notice as provided for herein,
Owner shall make the repairs and restorations under the conditions
of (b) and (c) hereof, with all reasonable expedition, subject to
delays due to adjustment of insurance claims, labor troubles and
causes beyond Owner’s control. After any such casualty,
Tenant shall cooperate with Owner’s restoration by removing
from the premises as promptly as reasonably possible, all of
Tenant’s salvageable inventory and moveable equipment,
furniture, and other property. Tenant’s liability for rent
shall resume five (5) days after written notice from Owner that the
premises are substantially ready for Tenant’s occupancy, (e)
Nothing contained hereinabove shall relieve Tenant from liability
that may exist as a result of damage from fire or other casualty.
Notwithstanding the foregoing, including Owner’s obligation
to restore under subparagraph (b) above, each party shall look
first to any insurance in its favor before making any claim against
the other party for recovery for loss or damage resulting from fire
or other casualty, and to the extent that such insurance is in
force and collectible and to the extent permitted by law, Owner and
Tenant each hereby releases and waives all right of recovery with
respect to subparagraphs (b), (d), and (e) above, against the other
or any one claiming through or under each of them by way of
subrogation or otherwise. The release and waiver herein referred to
shall be deemed to include any loss or damage to the demised
premises and/or to any personal property, equipment, trade
fixtures, goods and merchandise located therein. The foregoing
release and waiver shall be in force only if both releasers’
insurance policies contain a clause providing that such a release
or waiver shall not invalidate the insurance. If, and to the
extent, that such waiver can be obtained only by the payment of
additional premiums, then the party benefiting from the waiver
shall pay such premium within ten (10) days after written demand or
shall be deemed to have agreed that the party obtaining insurance
coverage shall be free of any further obligation under the
provisions hereof with respect to waiver of subrogation. Tenant
acknowledges that Owner will not carry insurance on Tenant’s
furniture and/or furnishings or any fixtures or equipment,
improvements, or appurtenances removable by Tenant and agrees that
Owner will not be obligated to repair any damage thereto or replace
the same, (f) Tenant hereby waives the provisions of Section 227 of
the Real Property Law and agrees that the provisions of this
article shall govern and control in lieu thereof.
3
Eminent Domain: 10. If
the whole or any part of the demised premises shall be acquired or
condemned by Eminent Domain for any public or quasi-public use or
purpose, then and in that event, the term of this lease shall cease
and terminate from the date of title vesting in such proceeding and
Tenant shall have no claim for the value of any unexpired term of
said lease and assigns to Owner, Tenant’s entire interest in
any such award. Tenant shall have the right to make an independent
claim to the condemning authority for the value of Tenant’s
moving expenses and personal property, trade fixtures and
equipment, provided Tenant is entitled pursuant to the terms of the
lease to remove such property, trade fixture and equipment at the
end of the term and provided further such claim does not reduce
Owner’s award.
Assignment, Mortgage, Etc.: 11. Tenant,
for itself, its heirs, distributees, executors, administrators,
legal representative, successor and assigns, expressly covenants
that it shall not assign, mortgage or encumber this agreement, nor
underlet, or suffer or permit the demised premises or any part
thereof to be used by others, without the prior written consent of
Owner in each instance. Transfer of the majority of the stock of a
corporate Tenant or the majority partnership interest of a
partnership Tenant shall be deemed an assignment. If this lease be
assigned, or if the demised premises or any part thereof be
underlet or occupied by anybody other than Tenant, Owner may, after
default by Tenant, collect rent from the assignee, under-tenant or
occupant, and apply the net amount collected to the rent herein
reserved, but no such assignment, underletting, occupancy or
collection shall be deemed a waiver of this covenant, or the
acceptance of the assignee, under tenant or occupant as tenant, or
a release of Tenant from the further performance by Tenant of
covenants on the part of Tenant herein contained. The consent by
Owner to an assignment or underletting shall not in any wise be
construed to relieve Tenant from obtaining the express consent in
writing of Owner to any further assignment or underletting.
4
Electric Current: 12. Rates
and conditions in respect to submetering or rent inclusion, as the
case may be, to be added in RIDER attached hereto. Tenant covenants
and agrees that at all times its use of electric current shall not
exceed the capacity of existing feeders to the building or the
risers or wiring installation and Tenant may not use any electrical
equipment which, in Owner’s opinion, reasonably exercised,
will overload such installations or interfere with the use thereof
by other tenants of the building. The change at any time of the
character of electric service shall in no wise make Owner liable or
responsible to Tenant, for any loss, damages or expenses which
Tenant may sustain.
Access to Premises: 13. Owner
or Owner’s agents shall have the right (but shall not be
obligated) to enter the demised premises in any emergency at any
time, and, at other reasonable times
5 to
examine the same and to make such repairs, replacements and
improvements as Owner may deem necessary and reasonably desirable
to the demised premises or to any other portion of the building or
which Owner may elect to perform. Tenant shall permit Owner to use
and maintain and replace pipes and conduits in and through the
demised premises and to erect new pipes and conduits therein
provided they are concealed within the walls, floor, or ceiling.
Owner may, during the progress of any work in the demised premises,
take all necessary materials and equipment into said premises
without the same constituting an eviction nor shall the Tenant be
entitled to any abatement of rent while such work is in progress
nor to any damages by reason of loss or interruption of business or
otherwise. Throughout the term hereof Owner shall have the right to
enter the demised premises at reasonable hours 5
for
the purpose of showing the same to prospective purchasers or
mortgagees of the building, and during the last six months of the
term for the purpose of showing the same to prospective tenants. If
Tenant is not present to open and permit an entry into the demised
premises, Owner or Owner’s agents may enter the same whenever
such entry may be necessary or permissible by master key or
forcibly and provided reasonable care is exercised to safeguard
Tenant’s property, such entry shall not render Owner or its
agents liable therefor, nor in any event shall the obligations of
Tenant hereunder be affected. If during the last month of the term
Tenant shall have removed all or substantially all of
Tenant’s property therefrom Owner may immediately enter,
alter, renovate or redecorate the demised premises without
limitation or abatement of rent, or incurring liability to Tenant
for any compensation and such act shall have no effect on this
lease or Tenant’s obligations hereunder.
Vault, Vault Space, Area: 14. No
Vaults, vault space or area, whether or not enclosed or covered,
not within the property line of the building is leased hereunder,
anything contained in or indicated on any sketch, blue print or
plan, or anything contained elsewhere in this lease to the contrary
notwithstanding. Owner makes no representation as to the location
of the property line of the building. All vaults and vault space
and all such areas not within the property line of the building,
which Tenant may be permitted to use and/or occupy, is to be used
and/or occupied under a revocable license, and if any such license
be revoked, or if the amount of such space or area be diminished or
required by any federal, state or municipal authority or public
utility, Owner shall not be subject to any liability nor shall
Tenant be entitled to any compensation or diminution or abatement
of rent, nor shall such revocation, diminution or requisition be
deemed constructive or actual eviction. Any tax, fee or charge of
municipal authorities for such vault or area shall be paid by
Tenant.
Occupancy: 15. Tenant
will not at any time use or occupy the demised premises in
violation of the certificate of occupancy issued for the building
of which the demised premises are a part. Tenant has inspected the
premises and accepts them as is, subject to the riders annexed
hereto with respect to Owner’s work, if any. In any event,
Owner makes no representation as to the condition of the premises
and Tenant agrees to accept the same subject to violations, whether
or not of record.
Bankruptcy: 16. (a)
Anything elsewhere in this lease to the contrary notwithstanding,
this lease may be cancelled by Owner by the sending of a written
notice to Tenant within a reasonable time after the happening of
any one or more of the following events: (1) the commencement of a
case in bankruptcy or under the laws of any state naming Tenant as
the debtor; or (2) the making by Tenant of an assignment or any
other arrangement for the benefit of creditors under any state
statute. Neither Tenant nor any person claiming through or under
Tenant, or by reason of any statute or order of court, shall
thereafter be entitled to possession of the premises demised but
shall forthwith quit and surrender the premises. If this lease
shall be assigned in accordance with its terms, the provisions of
this Article 16 shall be applicable only to the party then owning
Tenant’s interest in this lease, (b) it is stipulated and
agreed that in the event of the termination of this lease pursuant
to (a) hereof, Owner shall forthwith, notwithstanding any other
provisions of this lease to the contrary, be entitled to recover
from Tenant as and for liquidated damages an amount equal to the
difference between the rent reserved hereunder for the unexpired
portion of the term demised and the fair and reasonable rental
value of the demised premises for the same period. In the
computation of such damages the difference between any installment
of rent becoming due hereunder after the date of termination and
the fair and reasonable rental value of the demised premises for
the period for which such installment was payable shall be
discounted to the date of termination at the rate of four percent
(4%) per annum. If such premises or any part thereof be re-let by
the Owner for the unexpired term of said lease, or any part
thereof, before presentation of proof of such liquidated damages to
any court, commission or tribunal, the amount of rent reserved upon
such re-letting shall be deemed to be the fair and reasonable
rental value for the part or the whole of the premises to re-let
during the term of the re-letting. Nothing herein contained shall
limit or prejudice the right of the Owner to prove for and obtain
as liquidated damages by reason of such termination, an amount
equal to the maximum allowed by any statute or rule of law in
effect at the time when, and governing the proceedings in which,
such damages are to be proved, whether or not such amount be
greater, equal to, or less than the amount of the difference
referred to above.
Default: 17. (1)
If Tenant defaults in fulfilling any of the covenants of this lease
other than the covenants for the payment of rent or additional
rent; or if the demised premises become vacant or deserted; or if
any execution or attachment shall be issued against Tenant or any
of Tenant’s property whereupon the demised premises shall be
taken or occupied by someone other than Tenant; or if this lease be
rejected under §235 of Title 11 of the U.S. Code (bankruptcy
code); or if Tenant shall fail to move into or take possession of
the premises within thirty (30) days after the commencement of the
term of this lease, then, in any one or more or such events, upon
Owner serving a written notice upon Tenant specifying the nature of
said default and upon the expiration of said days, if Tenant shall
have failed to comply with or remedy such default, or if the said
default or omission complained of shall be of a nature that the
same cannot be completely cured or remedied within said day period,
and if Tenant shall not have diligently commenced during such
default within such day period, and shall not thereafter with
reasonable diligence and in good faith, proceed to remedy or cure
such default, then Owner may serve a written five (5) days’
notice of cancellation of this lease upon Tenant, and upon the
expiration of said five (5) days this lease and the term thereunder
shall end and expire as fully and completely as if the expiration
of such five (5) day period were the day herein definitely fixed
for the end and expiration of this lease and the term thereof and
Tenant shall then quit and surrender the demised premises to Owner
but Tenant shall remain liable as hereinafter
provided.
(2)
If the notice provided for in (1) hereof shall have been
given, and the term shall expire as aforesaid; or if Tenant
shall make default in the payment of the rent reserved herein
or any item of additional rent herein mentioned or any part of
either or in making any other payment herein required; then
and in any of such events Owner may without notice, re-enter
the demised premises either by force or otherwise, and
dispossess Tenant by summary proceedings or otherwise, and the
legal representative of Tenant or other occupant of demised
premises and remove their effects and hold the premises as if
this lease had not been made, and Tenant hereby waives the
service of notice of intention to re-enter or to institute
legal proceedings to that end. If Tenant shall make default
hereunder prior to the date fixed as the commencement of any
renewal or extension of this lease, Owner may cancel and
terminate such renewal or extension agreement by written
notice.
Remedies of Owner and Waiver of Redemption: 18.
In
case of any such default, re-entry, expiration and/or dispossess by
summary proceedings or otherwise, (a) the rent shall become due
thereupon and be paid up to the time of such re-entry, dispossess
and/or expiration, (b) Owner may re-let the premises or any part or
parts thereof, either in the name of Owner or otherwise, for a term
or terms, which may at Owner’s option be less than or exceed
the period which would otherwise have constituted the balance of
the term of this lease and may grant concessions or free rent or
charge a higher rental than that in this lease, and/or (c) Tenant
or the legal representatives of Tenant shall also pay Owner as
liquidated damages for the failure of Tenant to observe and perform
said Tenant’s covenants herein contained, any deficiency
between the rent hereby reserved and/or covenanted to be paid and
the net amount, if any, of the rents collected on account of the
lease or leases of the demised premises for each month of the
period which would otherwise have constituted the balance of the
term of this lease. The failure of Owner to re-let the premises or
any part or parts thereof shall not release or affect
Tenant’s liability for damages. In computing such liquidated
damages there shall be added to the said deficiency such expenses
as Owner may incur in connection with re-letting, such as legal
expenses, reasonable attorneys’ fees, brokerage, advertising
and for keeping the demised premises in good order or for preparing
the same for re-letting. Any such liquidated damages shall be paid
in monthly installments by Tenant on the rent day specified in this
Lease and any suit brought to collect the amount of the deficiency
for any month shall not prejudice in any way the rights of Owner to
collect the deficiency for any subsequent month by a similar
proceeding. Owner, in putting the demised premises in good order or
preparing the same for re-rental may, at Owner’s option, make
such alterations, repairs, replacements, and/or decorations in the
demised premises as Owner, in Owner’s sole judgment,
considers advisable and necessary for the purpose of re-letting the
demised premises, and the making of such alterations, repairs,
replacements, and/or decorations shall not operate or be construed
to release Tenant from liability hereunder as aforesaid. Owner
shall in no event be liable in any way whatsoever for failure to
re-let the demised premises, or in the event that the demised
premises are re-let, for failure to collect the rent thereof under
such re-letting, and in no event shall Tenant be entitled to
receive any excess, if any, of such net rents collected over the
sums payable by Tenant to Owner hereunder. In the event of a breach
or threatened breach by Tenant of any of the covenants or
provisions hereof, Owner shall have the right of injunction and the
right to invoke any remedy allowed at law or in equity as if
re-entry, summary proceedings and other remedies were not herein
provided for. Mention in this lease of any particular remedy, shall
not preclude Owner from any other remedy, in law or in equity.
Tenant hereby expressly waives any and all rights of redemption
granted by or under any present or future laws in the event of
Tenant being evicted or dispossessed for any cause, or in the event
of Owner obtaining possession of demised premises, by reason of the
violation by Tenant of any of the covenants and conditions of this
lease, or otherwise.
Fees and Expenses: 19. If
Tenant shall default in the observance or performance of any term
or covenant on Tenant’s part to be observed or performed
under or by virtue of any of the terms or provisions in any article
of this lease, after notice if required and upon expiration of any
applicable grace period if any, (except in an emergency), then,
unless otherwise provided elsewhere in this lease, Owner may
immediately or at any time thereafter and without notice perform
the obligation of Tenant thereunder. If Owner, in connection with
the foregoing or in connection with any default by Tenant in the
covenant to pay rent hereunder, makes any expenditures or incurs
any obligations for the payment of money, including but not limited
to reasonable attorneys’ fees, in instituting, prosecuting or
defending any action or proceeding, and prevails in any such action
or proceeding then Tenant will reimburse Owner for such sums so
paid or obligations incurred with interest and costs. The foregoing
expenses incurred by reason of Tenant’s default shall be
deemed to be additional rent hereunder and shall be paid by Tenant
to Owner within ten (10) days of rendition of any bill or statement
to Tenant therefor. If Tenant’s lease term shall have expired
at the time of making of such expenditures or incurring of such
obligations, such sums shall be recoverable by Owner, as
damages.
Building Alterations and Management: 20.
Owner
shall have the right at any time without the same constituting an
eviction and without incurring liability to Tenant therefor to
change the arrangement and/or location of public entrances,
passageways, doors, doorways, corridors, elevators, stairs, toilets
or other public parts of the building and to change the name,
number or designation by which the building may be known. There
shall be no allowance to Tenant for diminution of rental value and
no liability on the part of Owner by reason of inconvenience,
annoyance or injury to business arising from Owner or other Tenants
making any repairs in the building or any such alterations,
additions and improvements. Furthermore, Tenant shall not have any
claim against Owner by reason of Owner’s imposition of such
controls of the manner of access to the building by Tenant’s
social or business visitors as the Owner may deem necessary for the
security of the building and its occupants.
No Representations by Owner: 21. Neither
Owner nor Owner’s agents have made any representations or
promises with respect to the physical condition of the building,
the land upon which it is erected or the demised remises, the
rents, leases, expenses of operation or any other matter or
affecting or related to the premises except as herein expressly set
forth and no rights, easements or licenses are acquired by Tenant
by implication or otherwise except as expressly set forth in the
provisions of this lease. Tenant has inspected the building and the
demised premises and is thoroughly acquainted with their condition
and agrees to take the same “as is” and acknowledges
that the taking of possession of the demised premises by Tenant
shall be conclusive evidence that the said premises and the
building of which the same form a part were in good and
satisfactory condition at the time such possession was so taken,
except as to latent defects. All understandings and agreements
heretofore made between the parties hereto are merged in this
contract, which alone fully and completely expresses the agreement
between Owner and Tenant and any executory agreement hereafter made
shall be ineffective to change, modify, discharge or effect an
abandonment of it in whole or in part, unless such executory
agreement is in writing and signed by the party against whom
enforcement of the change, modification, discharge or abandonment
is sought.
End of Term: 22. Upon
the expiration or other termination of the term of this lease,
Tenant shall quit and surrender to Owner the demised premises,
broom clean, in good order and condition, ordinary wear and damages
which Tenant is not required to repair as provided elsewhere in
this lease excepted, and Tenant shall remove all its property.
Tenant’s obligation to observe or perform this covenant shall
survive the expiration or other termination of this lease. If the
last day of the term of this Lease or any renewal thereof, falls on
Sunday, this lease shall expire at noon on the preceding Saturday
unless it be a legal holiday in which case it shall expire at noon
on the preceding business day.
Quiet Enjoyment: 23. Owner
covenants and agrees with Tenant that upon Tenant paying the rent
and additional rent and observing and performing all the terms,
covenants and conditions, on Tenant’s part to be observed and
performed, Tenant may peaceably and quietly enjoy the premises
hereby demised, subject, nevertheless, to the terms and conditions
of this lease including, but not limited to, Article 31 hereof and
to the ground leases, underlying leases and mortgages hereinbefore
mentioned.
Failure to Give Possession: 24. If
Owner is unable to give possession of the demised premises on the
date of the commencement of the term hereof, because of the
holding-over or retention of possession of any tenant, under tenant
or occupants or if the demised premises are located in a building
being constructed, because such building has not been sufficiently
completed to make the premises ready for occupancy or because of
the fact that a certificate of occupancy has not been procured or
for any other reason, Owner shall not be subject to any liability
for failure to give possession on said date and the validity of the
lease shall not be impaired under such circumstances, nor shall the
same be construed in any wise to extend the term of this lease, but
the rent payable hereunder shall be abated (provided Tenant is not
responsible for Owner’s inability to obtain possession or
complete construction) until after Owner shall have given Tenant
written notice that the Owner is able to deliver possession in
condition required by this lease. If permission is given to Tenant
to enter into the possession of the demised premises or to occupy
premises other than the demised premises prior in the date
specified as the commencement of the term of this lease, Tenant
covenants and agrees that such possession and/or occupancy shall be
deemed to be under all the terms, covenants, conditions and
provisions of this lease except the obligation to pay the fixed
annual rent set forth in the preamble to this lease. The provisions
of this article are intended to constitute “an express
provision to the contrary” within the meaning of Section
223-a of the New York Real Property Law.
No Waiver: 25. The
failure of Owner to seek redress for violation of, or to insist
upon the strict performance of any covenant or condition of this
lease or of any of the Rules or Regulations, set forth or hereafter
adopted by Owner, shall not prevent a subsequent act which would
have originally constituted a violation from having all the force
and effect of an original violation. The receipt by Owner of rent
and/or additional rent with knowledge of the breach of any covenant
of this lease shall not be deemed a waiver of such breach and no
provision of this lease shall be deemed to have been waived by
Owner unless such waiver be in writing signed by Owner. No payment
by Tenant or receipt by Owner of a lesser amount than the monthly
rent herein stipulated shall be deemed to be other than on account
of the earliest stipulated rent, nor shall any endorsement or
statement of any check or any letter accompanying any check or
payment as rent be deemed an accord and satisfaction, and Owner may
accept such check or payment without prejudice to Owner’s
right to recover the balance of such rent or pursue any other
remedy in this lease provided. No act or thing done by Owner or
Owner’s agents during the term hereby demised shall be deemed
an acceptance of a surrender of said premises, and no agreement to
accept such surrender shall be valid unless in writing signed by
Owner. No employee of Owner or Owner’s agent shall have any
power to accept the keys of said premises prior to the termination
of the lease and the delivery of keys to any such agent or employee
shall not operate as a termination of the lease or a surrender of
the premises.
Waiver of Trial by Jury: 26. It
is mutually agreed by and between Owner and Tenant that the
respective parties hereto shall and they hereby do waive trial by
jury in any action proceeding or counterclaim brought by either of
the parties hereto against the other (except for personal injury or
property damage) on any matters whatsoever arising out of or in any
way connected with this lease, the relationship of Owner and
Tenant, Tenant’s use of or occupancy of said premises, and
any emergency statutory or any other statutory remedy. It is
further mutually agreed that in the event Owner commences any
proceeding or action for possession including a summary proceeding
for possession of the premises, Tenant will not interpose any
counterclaim of whatever nature or description in any such
proceeding including a counterclaim under Article 4 except for
statutory mandatory counterclaims.
Inability to Perform: 27. This
Lease and the obligation of Tenant to pay rent hereunder and
perform all of the other covenants and agreements hereunder on part
of Tenant to be performed shall in no way be affected, impaired or
excused because Owner is unable to fulfill any of its obligations
under this lease or to supply or is delayed in supplying any
service expressly or impliedly to be supplied or is unable to make,
or is delayed in making, any repair, additions, alterations or
decorations or is unable to supply or is delayed in supplying any
equipment, futures, or other materials if Owner is prevented or
delayed from so doing by reason of strike or labor troubles or any
cause whatsoever including, but not limited to, government
preemption or restrictions or by reason of any rule, order or
regulation of any department or subdivision thereof of any
government agency or any reason of the conditions which have been
or are affected, either directly or indirectly, by war or other
emergency.
Bills and Notices: 28. Except
as otherwise in this lease provided, a bill, statement, notice or
communication which Owner may desire or be required to give to
Tenant, shall be deemed sufficiently given or rendered if, in
writing delivered to Tenant personally or sent by registered or
certified mail addressed to Tenant at the building of which the
demised premises form a part or at the last known residence address
or business address of Tenant or left at any of the aforesaid
premises addressed to Tenant, and the time of the rendition of such
bill or statement and of the giving of such notice or communication
shall be deemed to be the time when the same is delivered to
Tenant, mailed, or left at the premises as herein provided. Any
notice by Tenant to Owner must be served by registered or certified
mail addressed to Owner at the address first hereinabove given or
at such other address as Owner shall designate by written
notice.
Services Provided by Owners: 29. As
long as Tenant is not in default under any of the covenants of this
lease beyond the applicable grace period provided in this lease for
the curing of such defaults. Owner shall provide: (a) necessary
elevator facilities on business days from 8 a.m. to 6 p.m. and have
one elevator subject to call at all other times; (b) heat to the
demised premises when and as required by law, on business days from
8 a.m. to 6 p.m.; (c) water for ordinary lavatory purposes, but if
Tenant uses or consumes water for any other purposes or in unusual
quantities (of which fact Owner shall be the sole judge), Owner may
install a water meter at Tenant’s expense which Tenant shall
thereafter maintain at Tenant’s expense in good working order
and repair to register such water consumption and Tenant shall pay
for water consumed as shown on said meter as additional rent as and
when bills are rendered; (d) cleaning service for the demised
premises on business days at Owner’s expense provided that
the same are kept in order by Tenant. If, however, said premises
are to be kept clean by Tenant it shall be done at Tenant’s
sole expense, in a manner reasonably satisfactory to Owner and no
one other than persons approved by Owner shall be permitted to
enter said premises or the building of which they are a part for
such purpose. Tenant shall pay Owner the cost of removal of any of
Tenant’s refuse and rubbish from the builder; (e) If the
demised premises are serviced by Owner’s air
conditioning/cooling and ventilating system, air
conditioning/cooling will be furnish to Tenant from May 15th
through September 30th on business days (Mondays through Fridays,
holidays excepted) from 8:00 a. m. to 6:00 p.m., and ventilation
will be furnished on business days during the aforesaid hours
except when air conditioning/cooling is being furnished as
aforesaid. If Tenant requires air conditioning/cooling or
ventilation for more extended hours or on Saturdays, Sundays or on
holidays, as defined under Owner’s contract with Operating
Engineers Local 94-94A, Owner will furnish the same at
Tenant’s expense. RIDER to be added in respect to rates and
conditions for such additional service; and (f) Owner reserves the
right to stop services of the heating, elevators, plumbing,
air-conditioning, electric, power systems or cleaning or other
services, if any, when necessary by reason of accident or for
repairs, alterations, replacements or improvements necessary or
desirable in the judgment of Owner for as long as may be reasonably
required by reason thereof. If the building of which the demised
premises are a part supplies manually operated elevator service,
Owner at any time may substitute automatic control elevator service
and proceed diligently with alterations necessary therefor without
in any wise affecting this lease or the obligation of Tenant
hereunder.
Captions: 30. The
Captions are inserted only as a matter of convenience and for
reference and in no way define, limit or describe the scope of this
lease nor the intent of any provisions thereof.
Definitions: 31. The
term “office”, or “offices”, wherever used
in this lease, shall not be construed to mean premises used as a
store or stores, for the sale or display, at any time, of goods,
wares or merchandise, of any kind, or as a restaurant, shop, booth,
bootblack or other stand, barber shop, or for other similar
purposes or for manufacturing. The term “Owner” means a
landlord or lessor, and as used in this lease means only the owner,
or the mortgagee in possession, for the time being of the land and
building (or the owner of a lease of the building or of the land
and building) of which the demised premises form a part so that in
the event of any sale or sales of said land and building or of said
lease, or in the event of a lease of said building, or of the land
and building, the said Owner shall be and hereby is entirely freed
and relieved of all covenants and obligations of Owner hereunder,
and it shall be deemed and construed without further agreement
between the parties or their successors in interest, or between the
parties and the purchaser, at any such sale, or the said lessee of
the building, or of the land and building, that the purchaser or
the lessee of the building has assumed and agreed to carry out any
and all covenants and obligations of Owner, hereunder. The words
“re-enter” and “re-entry” as used in this
lease are not restricted to their technical legal meaning. The term
“business days” as used in this lease shall exclude
Saturdays, Sundays and all days as observed by the State or Federal
Government as legal holidays and those designated as holidays by
the applicable building service union employees service contract or
by the applicable Operating Engineers contract with respect to HVAC
service. Wherever it is expressly provided in this lease that
consent shall not be unreasonably withheld, such consent shall not
be unreasonably delayed.
Adjacent Excavation-Shoring: 32. If
an excavation shall be made upon land adjacent to the demised
premises, or shall be authorized to be made, Tenant shall afford to
the person causing or authorized to cause such excavation, license
to enter upon the demised premises for the purpose of doing such
work as said person shall deem necessary to preserve the wall or
the building of which demised premises form a part from injury or
damage and to support the same by proper foundations without any
claim for damages or indemnity against Owner, or diminution or
abatement of rent.
6a
Rules and Regulations: 33. Tenant
and Tenant’s servants, employees, agents, visitors, and
licensees shall observe faithfully, and comply strictly with, the
Rules and Regulations and such other and further reasonable Rules
and Regulations as Owner or Owner’s agents may from time to
time adopt. Notice of any additional rules or regulations shall be
given in such manner as Owner may elect. In case Tenant disputes
the reasonableness of any additional Rule or Regulation hereafter
made or adopted by Owner or Owner’s agents, the parties
hereto agree to submit the question of the reasonableness of such
Rule or Regulation for decision to the New York office of the
American Arbitration Association, whose determination shall be
final and conclusive upon the parties hereto. The right to dispute
the reasonableness of any additional Rule or Regulation upon
Tenant’s part shall be deemed waived unless the same shall be
asserted by service of a notice, in writing upon Owner within
fifteen (15) days after the giving of notice thereof. Nothing in
this lease contained shall be construed to impose upon Owner any
duty or obligation to enforce the Rules and Regulations or terms,
covenants or conditions in any other lease, as against any other
tenant and Owner shall not be liable to Tenant for violation of the
same by any other tenant, its servants, employees, agents, visitors
or licensees.
Security: 34. Tenant
has deposited with Owner the sum of $23,706.10 as security for the
faithful provisions and conditions of this lease; it is agreed that
in the event Tenant defaults in respect of any of the terms,
provisions and conditions of this lease, including, but not limited
to, the payment of rent and additional rent, Owner may use, apply
or retain the whole or any part of the security so deposited to the
extent required for the payment of any rent and additional rent or
any other sum as to which Tenant is in default or for any sum which
Owner may expend or may be required to expend by reason of
Tenant’s default in respect of any of the terms, covenants
and conditions of this lease, including but not limited to, any
damages or deficiency in the re-letting of the premises, whether
such damages or deficiency accrued before or after summary
proceedings or other re-entry by Owner. In the event that Tenant
shall fully and faithfully comply with all of the terms,
provisions, covenants and conditions of this lease, the security
shall be returned to Tenant after the date fixed as the end of the
Lease and after delivery of entire possession of the demised
premises to Owner. In the event of a sale of the land and building,
or lease of the building, of which the demised premises form a
part, Owner shall have the right to transfer the security to the
vendee or lessee and Owner shall thereupon be released by Tenant
from all liabilities, for the return of such security; and Tenant
agrees to look to the new Owner solely for the return of said
security, and it is agreed that the provisions hereof shall apply
to every transfer or assignment made of the security to a new
Owner. Tenant further covenants that it will not assign or encumber
or attempt to assign or encumber the monies deposited herein as
security and that neither Owner nor its successors or assigns shall
be bound by any such assignment, encumbrance, attempted assignment
or attempted encumbrance.
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Estoppel Certificate: 35. Tenant,
at any time, and from time to time, upon at least 10 days’
prior notice by Owner, shall execute, acknowledge and deliver to
Owner, and/or to any other person, firm or corporation specified by
Owner, a statement certifying that this Lease is unmodified and in
full force and effect (or, if there have been modifications, that
the same is in full force and effect as modified and stating the
modifications), stating the dates to which the rent and additional
rent have been paid, and stating whether or not there exists any
default by Owner under this Lease, and, if so, specifying each such
default.
Successors and Assigns: 36. The
covenants, conditions and agreements contained in this lease shall
bind and inure to the benefit of Owner and Tenant and their
respective heirs, distributees, executors, administrators,
successors, and except as otherwise provided in this lease, their
assigns. Tenant shall look only to Owner’s estate and
interest in the land and building, for the satisfaction of
Tenant’s remedies for the collection of a judgment (or other
judicial process) against Owner in the event of any default by
Owner hereunder, and no other property or assets of such Owner (or
any partner, member, officer or director thereof, disclosed or
undisclosed), shall be subject to levy, execution or other
enforcement procedure for the satisfaction of Tenant’s
remedies under or with respect to this lease, the relationship of
Owner and Tenant hereunder, or Tenant’s use and occupancy of
the demised premises.
In Witness Whereof, Owner
and Tenant have respectively signed and sealed this lease as of the
day and year first above written.
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Witness
for Owner:
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JOSEPH P. DAY REALTY CORP., as
Agent for 800 Third Avenue Associates
(Owner)
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By:
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/s/Richard Teichman
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Witness
for Tenant:
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ASSET ALLIANCE CORPORATION
(Tenant)
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By:
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/s/Arnold L. Mintz
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ACKNOWLEDGEMENTS
CORPORATE
OWNER
STATE
OF NEW YORK,
ss.:
County
of
On
this ____ day of ____________, 19___, before me personally
came _______________, to be known, who being by me duly sworn,
did depose and say that he resides in ________________, that
he is the __________________ of __________________ the
corporation described in and which executed the foregoing
instrument, as OWNER; that he knows the seal of said
corporation; the seal affixed to said instrument is such
corporate seal; that it was so affixed by order of the Board
of Directors of said corporation, and that he signed his name
thereto by like order.
CORPORATE
TENANT
STATE
OF NEW YORK,
ss.:
County
of
On
this ____ day of ____________, 19___, before me personally
came ________________, to be known, who being by me duly
sworn, did depose and say that he resides in ________________,
that he is the __________________ of __________________ the
corporation described in and which executed the foregoing
instrument, as TENANT; that he knows the seal of said
corporation; the seal affixed to said instrument is such
corporate seal; that it was so affixed by order of the Board
of Directors of said corporation, and that he signed his name
thereto by like order.
INDIVIDUAL
OWNER
STATE
OF NEW YORK,
ss.:
County
of
On
this ____ day of ____________, 19___, before me personally
came ________________, to be known, and known to me to be the
individual described in and who, as OWNER, executed the
foregoing instrument and acknowledged to me that
_________________ he executed the same.
INDIVIDUAL
TENANT
STATE
OF NEW YORK,
ss.:
County
of
On
this ____ day of ____________, 19___, before me personally
came ________________, to be known, and known to me to be the
individual described in and who, as TENANT, executed the
foregoing instrument and acknowledged to me that
_________________ he executed the same.
GUARANTY
FOR
VALUE RECEIVED, and in consideration for, and as an inducement
to Owner making the within lease with Tenant, the undersigned
guarantees to Owner, Owner’s successors and assigns, the
full performance and observance of all the covenants,
conditions and agreements, therein provided to be performed
and observed by Tenant, including the “Rules and
Regulations” as therein provided, without requiring any
notice of non-payment, non-performance, or non-observance, or
proof, or notice, or demand, whereby to charge the undersigned
therefor, all of which the undersigned hereby expressly waives
and expressly agrees that the validity of this agreement and
the obligations of the guarantor hereunder shall in no way be
terminated, affected or impaired by reason of the assertion by
Owner against Tenant of any of the rights or remedies reserved
to Owner pursuant to the provisions of the within lease. The
undersigned further covenants and agrees that this guaranty
shall remain and continue in full force and effect as to any
renewal, modification or extension of this lease and during
any period when Tenants occupying the premises as a
“statutory tenant.” As a further inducement to
Owner to make this lease and in consideration thereof, Owner
and the undersigned covenant and agree that in any action or
proceeding brought by either Owner or the undersigned against
the other on any matters whatsoever arising out of, under, or
by virtue of the terms of this lease or of this guarantee that
Owner and the undersigned shall and do hereby waive trial by
jury.
Dated:
_____________________________, 19__
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Guarantor
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Witness
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Guarantor’s
Residence
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Business
Address
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Firm
Name
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On
this ____ day of ____________, 19___, before me personally
came ________________, to me known, and known to me to be the
individual described in and who, executed the foregoing
Guaranty and acknowledged to me that he executed the
same.
Notary
RULES AND REGULATIONS ATTACHED TO AND MADE A PART OF THIS LEASE IN
ACCORDANCE WITH ARTICLE 33.
1.
The
sidewalks, entrances, driveways, passages, courts, elevators,
vestibules, stairways, corridors or halls shall not be
obstructed or encumbered by any Tenant or used for any purpose
other than for ingress or egress from the demised premises and
for delivery of merchandise and equipment in a prompt and
efficient manner using elevators and passageways designated
for such delivery by Owner. There shall not be used in any
space, or in the public hall of the building, either by any
Tenant or by jobbers or others in the delivery or receipt of
merchandise, any hand trucks, except those equipped with
rubber tires and sideguards. If said premises are situated on
the ground floor of the building, Tenant thereof shall
further, at Tenant’s expense, keep the sidewalk and curb
in front of said premises clean and free from ice, snow, dirt
and rubbish.
2.
The
water and wash closets and plumbing fixtures shall not be used
for any purposes other than the purposes for which they were
designed or constructed and no sweepings, rubbish, rags, acids
or other substances shall be deposited therein, and the
expense of any breakage, stoppage, or damage resulting from
the violation of this rule shall be borne by the Tenant who,
or whose clerks, agents, employees or visitors, shall have
caused it.
3.
No
carpet, rug or other article shall be hung or shaken out of
any window of the building and no Tenant shall sweep or throw
or permit to be swept or thrown from the demised premises any
dirt or other substances into any of the corridors or halls,
elevators, or out of the doors or windows or stairways of the
building and Tenant shall not use, keep or permit to be used
or kept any foul or noxious gas or substance in the demised
premises, or permit or suffer the demised premises to be
occupied or used in a manner offensive or objectionable to
Owner or other occupants of the building by reason of noise,
odors, and/or vibrations, or interfere in any way with other
Tenants or those having business therein, nor shall any
bicycles, vehicles, animals, fish, or birds be kept in or
about the building. Smoking or carrying lighted cigars or
cigarettes in the elevators of the building is
prohibited.
4.
No
awnings or other projections shall be attached to the outside
walls of the building without the prior written consent of
Owner.
5.
No
sign, advertisement, notice or other lettering shall be
exhibited, inscribed, painted or affixed by any Tenant on any
part of the outside of the demised premises or the building or
on the inside of the demised premise if the same is visible
from the outside of the premises without the prior written
consent of Owner, except that the name of Tenant may appear on
the entrance door of the premises. In the event of the
violation of the foregoing by any Tenant, Owner may remove
same without any liability, and may charge the expense
incurred by such removal to Tenant or Tenants violating this
rule. Interior signs on doors and directory tablet shall be
inscribed, painted or affixed for each Tenant by Owner at the
expense of such Tenant, and shall be of size, color and style
acceptable to Owner.
6.
No
Tenant shall mark, paint, drill into, or in any way deface any
part of the demised premises or the building of which they
form a part. No boring, cutting or stringing of wires shall be
permitted, except with the prior written consent of Owner, and
as Owner may direct. No Tenant shall lay linoleum, or other
similar floor covering, so that the same shall come in direct
cont
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