AMERICAN INDUSTRIAL REAL ESTATE
ASSOCIATION
I. Basic Lease
Provisions (“Basic Lease Provisions”)
1.1 Parties: This
Lease, dated, for reference purposes only,
March 19 th , 2007 is made by and between FLAMINGO PECOS
PLAZA (herein called “Lessor”)and READY MIX
INC. doing business under the name of READY MIX
INC . herein called Lessee”).
1.2 Premises:
Suite Number(s) SEE ATTACHED floors, consisting of
approximately 5922 feet more or less, as defined in
paragraph 2 and as shown on Exhibit “A” hereto (the
premises)
1.3 Building:
Commonly described as being located at 3430 East Flamingo Road, in
the City of Las Vegas, County of Clark, State of Nevada, as defined
in paragraph 2.
1.4 Use:
READY MIX INC. OFFICES , subject to paragraph
6.
1.5 Term: 3 YEAR
commencing APRIL 1. 2007 Commencement Date and ending
MARCH 31.2010 , as defined in paragraph
3.
1.6 Base Rent:
$9739.70 per month, payable on the 1st.day of each
month per paragraph
1.7 Base Rent
Increase: On April 1, 2008. April 2009. April 1.
2010 the monthly Base Rent Payable under paragraph 1.6 above
shall be adjusted as agreed upon.
1.8 Rent Paid Upon
Execution: $9739.70 .
1.9 Security
Deposit $2400 on record now, additional
$3,100.00 paid for a total of $5,500.00 on record as
of April 2007 .
1.10
Lessee’s Share of Operating Expense Increase
N/A as defined in paragraph 4.2.
2. Premises,
Parking and Common Areas.
2.1 The Premises
are a portion of a building, herein sometimes referred to as the
“Building” identified in paragraph 1.3 of the Basic
Lease Provisions. “Building” shall include adjacent
parking structures used in connection therewith. The Premises, the
Building, the Common Areas, the Land upon which the same are
located, along with all other buildings and improvements thereon or
thereunder, are herein collectively referred to as the
“Office Building Project”. Lessor hereby leases to
Lessee and Lessee leases from the Lessor for the
term , at the rental, and upon
all of the conditions set forth herein, the real properly referred
to in the Basic Lease Provision, paragraph 1.2, as the
“Premises”, including rights to the Common Areas as
hereinafter specified.
2.2 Vehicle
Parking: So long as Lessee is not in default, and subject to the
rules and regulations attached hereto, and as established by Lessor
from time to time, Lessee shall be entitled to (1) parking
spaces in the Office Building Project.
2.2.1 If Lessee
commits, permits or allows any of the prohibited activities
described in the Lease or the rules then in effect, the Lessor
shall have the right, without notice, in addition to such other
rights and remedies that it may have, to remove or tow away the
vehicle involved and charge the cost to Lessee, which cost shall be
immediately payable upon demand by Lessor.
2.2.2 The monthly
parking rate per covered parking space will be $ 32.00_per
month at the commencement of the term of this Lease, and is subject
to change upon five(s) days prior written notice to Lessee. Monthly
parking fees shall be payable quarterly in advance prior to the
first day of each quarter.
2.3 Common
Areas-Definition. The term “Common Areas” is defined as
all areas and facilities outside the Premises and within the
exterior boundary line of the Office Building Project that are
provided and designated by the Lessor from time to time for the
general non-exclusive use of Lessor, Lessee and of other lessees of
the Office Building Project and their respective employees,
suppliers, customers and invitees, including but not limited to
common entrances, lobbies, corridors, stairways and stairways and
stairwells, public restrooms, elevators, escalators, parking areas
to the extent not otherwise prohibited by this Lease, leading and
unloading areas, roadways, sidewalks, walkways, parkways, ramps,
driveways, land-scaped areas and decorative walls.
2.4 Common
Areas-Rules and Regulations: Lessee agrees to abide by and conform
to the rules and regulations attached hereto as Exhibit B with
respect to the Office Building and Project and Common Areas, and to
cause its employees, suppliers, shippers, customers, and invitees
to so abide and conform. Lessor or such other person(s) as Lessor
may appoint shall have the exclusive control and management of the
Common Areas and shall have the right, from time to time, to modify
&, amend and enforce said rules and regulations. Lessor shall
not be responsible to Lessee for the non-compliance with said rules
and regulations by other lessees, their agents, employees and
invitees of the Office Building Project.
2.5 Common
Areas-Changes. Lessor shall have the right, in Lessor’s sole
discretion, from time to time:
(a) To
make changes to the Building interior and exterior and Common
Areas, including, without limitation, changes in the location,
size, shape, number and appearance thereof, including but not
limited to the lobbies, windows, stairways, air shafts, elevators,
escalators, restrooms, driveways, entrances, parking spaces,
parking areas, loading and unloading areas, ingress, egress,
direction of traffic, decorative walls, landscaped areas and
walkways; provided, however, Lessor shall at all times provide the
parking facilities required by applicable law;
(b) To
close temporarily any of the Common areas for maintenance purposes
so long as reasonable access to the Premises remains
available;
(c) To
designate other land improvements outside the boundaries of the
Office Building Project to be part of the Common Areas, provided
that such other land and improvements have a reasonable and
functional relationship to the Office Building Project;
(d) To
add additional buildings and improvements to the Common
Areas;
(e) to
use the Common Areas while engaged in making additional
improvements, repairs or alterations to the Office Building
Project, or any portion thereof;
(f) To
do and perform such other acts and make such other changes in, to
or with respect to the Common Areas and Office Building Project as
Lessor may, in the exercise of sound business judgment deem to be
appropriate.
3.1 Term: The term
and Commencement Date of this Lease shall be as specified in
paragraph 1.5 of the Basic Lease Provisions.
3.2 Delay in
Possession: Notwithstanding said Commencement Date, if for any
reason Lessor cannot deliver possession of the Premises to Lessee
on said date and subject to paragraph 3.2.2, Lessor shall not be
subject to any liability therefore, nor shall such failure affect
the validity of this Lease or the obligations of Lessee hereunder
or extend the term hereof; but, in such case, Lessee shall not be
obligated to pay rent or perform any other obligation of Lessee
under the terms of this Lease, except as may be otherwise provided
in this Lease, until possession of the Premises is tendered to
Lessee, as hereinafter defined; provided, however, that if Lessor
shall not have delivered possession of the Premises within
sixty(60) days following said Commencement Date, as the same may be
extended under the terms of a Work Letter executed by Lessor and
Lessee. Lessee may, at Lessee’s
(1) reasonable use, as defined by Lessor,
or
Initials
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option, by
notice In writing to Lessor within ten (IO) days thereafter,
cancel this Lease, in which event the parties shall be discharged
from all obligations hereunder: provided, however, that, as to
Lessee’s obligations, Lessee first reimburses Lessor for all
costs Incurred for Non-Standard improvements and, as to
Lessor’s obligations, Lessor shall return any money
previously deposited by Lessee (less any offsets due Lessor for
NonStandard Improvement); and provided further, that If such
written notice by Lessee is not received by Lessor within said ten
(10) day period:Lessee’e right to cancel this Lease
hereunder shall terminate and be of no further force or
effect.
3.2.1 Possession
Tendered-Defined, Possession of the Premises shall be deemed
tendered to Lessee (“Tender of Possession”) when
(1) the improvements to be provided by Lessor under this Lease
are substantially completed, (2) the Building utilities are
reedy for use in the Premises (3) Lessee has reasonable access to
the Premises, and (4) ten (10) days shall have expired
following advance written notice to Lessee of the occurrence of lbs
matters described in (1), (2) and (3), above of this paragraph
3.2.1.
3.2.2 Delays
Caused by Lessee. There shall be no abatement of rent, and the
sixty (60) day period following the Commencement Date before
which Lessees right to cancel this Lease accrues under paragraph
3.2. shall be deemed extended to the extent of any delays caused by
acts or omissions of Lessee. Lessee’s agents, employees and
contractors.
3.3 Early
Possession. If Lessee occupies the Premises prior to said
Commencement Date, such occupancy shall be subject to all
provisions of this Lease, such occupancy shall not change the
termination date, and Lessee shall pay rent for such
occupancy
3.4 Uncertain
Commencement. In the event comrnencement of the Lease term Is
defined as the completion of the improvements, Lessee and Lessor
shall execute an amendment to this Lease establishing. the date of
Tender of Possession (as defined in paragraph 3.2.1 or the actual
taking of possession by Lessee, whichever first occurs, as the
Commencement Date.
4.1 Base Rent.
Subject to adjustment as hereinafter provided in paragraph 4,3, and
except as may be otherwise expressly provided in this Lease, Lessee
shall pay to Lessor the Base Rent for the Premises set forth in
paragraph 1.6 of the Basic Lease Previsions, without offset or
deduction. Lessee shall pay Lessor upon execution hereof the
advance Base Rent described in paragraph 1.6 of the Basic Lease
Provisions. Rent for any period during the term hereof which is for
less than one month shall be prorated based upon the actual number
of days of the calendar month involved, Rent shall be payable in
lawful money of the United States to Lessor at the address stated
herein or to such other persons or all such other places as Lessor
may designate in writing
4.2
Operating Expense increase, Lessee shall pay to
lessor during the term hereof, In addition to the Base Rent,
Lessee’s Share, as hereinafter defined, of the amount by
which all Operating Expenses, as hereinafter defined, for each
Comparison Year exceeds the amount of all Operating Expenses for
the Base War, such excess being hereinafter referred to as the
“Operating Expense Increase’ in accordance with his
following provisions:
(a)
“Lessee’s Share” Is defined, for purposes of this
Lease, as the percentage set forth in paragraph 1.10 of the Basic
Lease Provisions, which percentage has been determined by dividing
the approximate square footage of the Premises by the total
approximate square footage of the rentable space contained In the
Office Building Project. It is understood and agreed that the
square footage figures set forth in the Basic Lease Provisions are
approximations which Lessor and Lessee agree are reasonable and
shall not be subject to revision except in connection with an
actual change in the size of the Premises or a change in the space
available for lease in the Office Building Project.
(b)“Base
Year” is defined as the calendar year in which the Lease term
commences.
(c)
“Comparison War” Is defined as each calendar year
during the term of this Lease subsequent to the Base Year;
provided, however, Lessee shall have no obligation to pay a share
of the Operating Expense Increase applicable to the first twelve
(12) months of the Lease Term (other than sect, as are
mandated by a governmental authority, as to which government
mandated expenses Lessee shall pay Lessee’s Share,
notwithstanding they occur during the first twelve ( 12) months),
Lessee’s Share of the Operating Expense increase for the
first and last Comparison Years of the Lease Term shall be prorated
according to that portion of such Comparison Year as to which
Lessee is responsible for a share of such increase.
(d)
“Operating Expenses” is defined, for purposes of this
Lease, to include all costs, if any, incurred by Lessor in the
exercise of its reasonable discretion, and Including
(i) The
cost of the premiums for the liability and property insurance
policies to be maintained by Lessor under paragraph B
hereof:
(ii) The
amount of the real property taxes to be paid by Lessor under
paragraph 10.1 hereof;
(iii) The
cost of water, sewer, gas, electricity, and other publicly mandated
services to the Office Building Project;
(e) Operating
Expenses shall not include the costs of replacements of equipment
or improvements that have a useful life for Federal Income Tax
purposes in excess of live (5) years unless It is of the type
described In paragraph 4.2(d)(viii), In which case their cost shall
be included as above provided.
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Operating Expenses shall not include any expenses paid by any
lessee directly to third parties, or as to which Lessor is
otherwise reimbursed by any third party, other tenant, or by
insurance proceeds.
(g) Lessee’s
Share of Operating Expense increase shall be payable by Lesson
within ten (10) days after a reasonably detailed statement of
actual expenses is presented to Lessee by Lessor at Lessor’s
option, however, an amount may be estimated by Lessor from time to
time in advance of Lessee’s Share of the Operating Expense
Increase for any Comparison Year, and the same shall be payable
monthly or quarterly, as lessor shall designate, during each
Comparison Year of the Lease term, on the same day as the Base Rent
is due hereunder in the event that Lessee pays Lessor’s
estimate Lessee’s Share of each Comparison Year a reasonably
detailed statement showing Lessee’s Share of the actual
Operating Expense Increase incurred during such year, all
Lessee’s payments under this paragraph 4.2(g) during said
Comparison Year exceed Lessee’s Share as indicated on said
statement, Lessee shall be entitled to credit the amount of such
overpayment against Lessee’s Share of Operating Expense
Increase next falling due. If lessee’s payments under this
paragraph during said Comparison Year were less than Lessee’s
Share as indicated on said statement, Lessees shall pay the lesser
the amount of the deficiency within ten (10) days after
delivery by Lessor to Lessee of said statement, Lessor and Lessee
shall forthwith adjust between them by cash payment any balance
determined to exist with respect to that portion of the last
Comparison Year for which lessee is responsible as to Operating
Expense Increases, notwithstanding that the Lease term may-have
terminated before the end of such Comparison Year
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5. Security
Deposit: Lessee shall deposit with Lessor upon execution hereof the
security deposit set forth in paragraph 1.9 of the Basic Lease
Provisions as security for Lessee’s faithful performance of
Lessee’s obligations hereunder. If Lessee fails to pay rent
or other charges due hereunder, or otherwise defaults with respect
to any provision of this Lease, Lessor may use, apply or retain all
or any portion of said deposit for the payment of any rent or other
charge in default for the payment of any other sum to which Lessor
may become obligated by reason at Lessee’s default or to
compensate Lessor for any loss or damage which Lessor may suitor
thereby. If Lessor so uses or applies all or any portion of said
deposit, Lessee shall within ten (10) days after written
demand therefore deposit cash with Lessor in an amount sufficient
to restore said deposit to the full amount then required of Lessee.
If the monthly Base Rent shall, from time to time, increase during
the term of this lease, Lessee shall, at the time of such increase.
deposit with Lessor additional money as a security deposit so that
the joint amount of the security deposit held by Lessor shall at
all times bear the same proportion to the initial current Base Rent
as the initial security deposit bears to the initial Base Rent set
forth In paragraph 1.6 of the Basic Lease Provisions. Lesser shall
not be required to keep said security deposit separate from its
general accounts. If Lessee performs all of Lessee’s
obligations hereunder, said deposit, or so much thereof as has not
heretofore been applied by Lessor, shall be returned, without
payment of interest or other increment for its use, to Lessee (or,
at Lessor’s option, to the last assignee, if any, of
Lessee’s Interest hereunder) at the expiration at the term
hereof, and after Lessee has vacated the Premises. No trust
relationship is created herein between Lessor and Lessee with
respect to said Security Deposit.
6.1 Use. The
Premises shall be used and occupied only for the purpose set forth
in paragraph 1.4 of the Basic Lease Provisions or any other use
which is reasonably comparable to that use and for no other
purpose.
(a) Lessor
warrants to Lessee that the Premises, in the state existing on the
date that the Lease term commences, but without regard to
alterations or improvements made by lessee or the use for which
Lessee will occupy the Premises, does not violate any covenants or
restrictions of record, or any applicable building code, regulation
or ordinance in effect on such Lease term Commencement Date. In the
event it is determined that this warranty has been violated, then
it shall be the obligation of the Lessor, after written notice from
Lessee, to promptly, at Lessor’s sole cost and expense,
rectify any such violation.
(b) Except
as provided in paragraph 6.2 (a) Lessee shall, at
Lessee’s expense, promptly comply with all applicable
statutes, ordinances, rules, regulations, orders, covenants and
restrictions of record, and requirements of any fire Insurance
underwriters or rating bureaus, now in effect or which may
hereafter come Into effect, whether or not they reflect a change in
policy from that now existing, during the term or any part of, the
term hereof, relating in any manner to the Premises and the
occupation and use by Lessee of the Premises. Lessee shall conduct
its business in a lawful manner and shall not use or permit the use
of the Premises or the Common Areas in any manner that will tend to
create waste or a nuisance or shell tend to disturb other occupants
of the Office Building Project.
6.3 Condition of
Premises:
(a) Lessor
warrants to Lessee that the Premises, in the state existingon the
date that the Lease term commences, but without regard to
alterations or improvements made by Lessee or the use for which
Lessee will occupy the Premises, does not violate any covenants or
restrictions of record, or any applicable building code, regulation
or ordinance in effect on such Lease term Commencement Date. In the
event it is determined that this warranty has been violated, than
it shall be the obligation of the Lessor after written notice from
Lessee, to promptly, at Lessor’s sole cost and expense,
rectify any such violation.
(b) Except
as provided in paragraph 6.2(a) Lessee shall, at Lessee’s
expense, promptly comply with all applicable statutes, ordinances,
rules, regulations, orders, covenants and restrictions of record,
and requirements of any fire insurance underwriters or rating
bureaus, now in effect or which may hereafter come into effect,
whether or not they reflect a change of policy from that now
existing, during the term or any part of the term hereof, relating
in any manner to the Premises and the occupation and use by Lessee
of the Premises. Lessee shall conduct its business in a lawful
manner and shall not use or permit the use of the Premises or the
Common Areas in any manner that will tend to create waste or
nuisance or shall tend to disturb other occupants of the Office
Building Project.
7. Maintenance,
Repairs, Alterations and Common Area Services.
7.1 Lessor’s
Obligations. Lessor shall keep the Oflice Building Project,
Including the Promises, interior and exterior walls,roof,and common
areas, and the equipment whether used exclusively for the Premises
or in common with other premises, in good condition and repair:
provided, however. Lessor shall not be obligated to paint, repair
or replace wall coverings, or to repair or replace any improvements
that are not ordinarily a part of the Building or are above then
Building standards. Except as provided In paragraph 9.5, there
shall be no abatement of rent or liability of Lessee on account at
any Injury or Interference with Lessee’s business with
respect to any improvements, alterations or repairs made by Lessor
to the Office Building Project or any part thereof, Lessee
expressly waives the benefits any statute now or hereafter in
effect which would otherwise allow Lessee the right to make repairs
at Lessor’s expense or to terminate this lease because of
Lessor’s failure to keep the Premises In good order,
condition and repair.
7.2 Lessee’s
Obligations.
a)
Notwithstanding Lessor’s obligation to keep the Premises in
good condition and repair, Lessee shall be responsible for payment
of the cost thereof to Lessor as additional rent for that portion
of the cost at any maintenance and repair of the Premises, or any
equipment (wherever totaled) that serves only lessee or the
Premises, to the extent such cost is attributable to causes beyond
normal wear and teat lessee shall be responsible for the cost of
painting, repairing or replacing wall coverings, and to repair or
replace any Premises Improvements that are not ordinarily a
part of the Building or that are above the Building
standards. Lessor may. at its option, upon reasonable notice. elect
to have Lessee perform any particular such maintenance or repairs
the cost of which is otherwise Lessee’s responsibility
hereunder.
(b) On
the last day of the term hereof, or on any sooner termination,
Lessee shall surrender the Premises to Lessor in the same condition
as received, ordinary wear and tear excepted, clean and free of
debris. Any damage or deterioration of the Premises shall not be
deemed ordinary wear and tear if the same could have been prevented
by good maintenance practices by Lessee. Lessee shall repair any
damage to the premises occasioned by the installation or removal of
Lessee’s trade fixtures, alterations, furnishings and
equipment. Except as otherwise stated in this Lease, Lessee shall
leave the air lines, power panels, electrical distribution systems,
lighting fixtures, air conditioning, window coverings, wall
covering, carpets, wall paneling, ceilings and plumbing on the
Premises and in good operating condition.
7.3 Alterations
and Additions.
(a) Lessee
shall not, without Lessor’s prewritten consent rnake any
alterations, improvements, additions, Utility installations or
repairs in, on or about the Premises, or the Office Building
Project, As used in this paragraph 7.3 the term “Utility
Installation” shall mean carpeting, window and wall
coverings, power panels, electrical distribution systems, lighting
fixtures, air conditioning, plumbing, and telephone and
telecommunications wiring and, equipment, At the expiration of the
term, lessor may require the removal of any or all said
alterations. improvements. additions or Utility Installations, and
the restoration of the Premises and the Office Building Project to
their prior condition, at Lessee’s expense. Should Lessor
permit Lessee to make ifs own alterations, improvements, additions
or Utility installations, Lessee shall use only such contractor as
has been expressly approved by Lessor, and Lessor may require
Lessee to provide Lessor, at Lessee’s solo cost and expense,
a lien and completion bond in an amount equal to one and one-hail
times the estimated cost of such improvements, to Insure leasor
against any liability for mechanic’s and materlaimen’s
liens arid to insure completion of the work. Should Lessee make any
alterations, Improvements, additions or Utility installations
without the prior approval of Lessor, or use a contractor not
expressly approved by Lessor, Lessor may, at any time during the
term of this Lease, require that Lessee remove any part or all of
the same.
(b) Any
alterations, improvements, additions or Utility installations in or
about the Premises or the Office Building Project that Lessee shall
desire to make shall be presented to Lessor in written form, with
proposed detailed plans. If Lessor shall give its consent to
Lessee’s making such alteration, improvement, addition or
Utility Installation, the consent shall be deemed conditioned upon
lessee acquiring a permit to do so from the applicable governmental
agencies, furnishing a copy thereof to lessor prior to the
commencement of the work, and compliance by lessee with all
conditions of said permit in a prompt and expeditious
manner.
(c) Lessee
shall pay, when due, a all claims for labor or materials furnished
or alleged to have been furnished to or for Lessee at or for use in
the Premises, which claims are or may be secured by any
mechanic’s or material men’s lien against the Premises,
the Building or the Office Building Project, or any interest
therein.
(d) Lessee
shall give Lessor not less than ten (10) days’ notice
prior to the commencement of any work in the Premises by Lessee,
and Lessor shall have the right to post notices of
non-responsibility in or on the Premises or the Building as
provided bylaw. If Lessee shall, in good faith, contest the
validity of any such lien, claim or demand, then Lessee shall, at
its sole expense defend itself and Lessor against the same and
shall pay and satisfy
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any such
adverse Judgment that may be rendered thereon before the
enforcement thereof against the Lessor or the Premises, the
Building or the Office Building Project,upon the.condition that if
Lessor shall require, Lessee shall furnish to Lessors surety bond
satisfactory to Lessor in an amount equal to such contested lien
claim or demand indemnifying Lessor against liability for the same
and holding the Premises, the Building end the Office Building
Project free from the effect of such lien or claim. In addition,
Lessor may require Lessee to pay lessor’s reasonable
attorney’s fees and costs in participating in such action if
Lessor shall decide it is to Lessor’s best Interest so to
do.
(e) All
alterations, improvements, additions and utility installations
(whether or not such Utility Installations constitute trade
fixtures of Lessee), which may be made to the Premises by Lessee,
including but not limited to, floor coverings. paneling, doors,
drapes, built-ins, moldings. sound attenuation, and lighting and
telephones or communication systems, conduit, wiring and outlets,
shall be made and done in a good and workmanlike manner and of good
and sufficient quality and materials and shall be the properly of
Lessor and remain upon and be surrendered with the Premises at the
expiration of the Lease term, unless Lessor requires their removal
pursuant to paragraph 7.3(a). Provided Lessee is not in default,
notwithstanding the provisions of this paragraph 7.3,
Lessee’s personal property and equipment, other than that
which is affixed to the Premises so that it cannot be removed
without material damage to the Premises or the Building, and other
than Utility Installations, shall remain the properly of Lessee and
may be removed by Lessee subject to the provisions of paragraph
7.2.
(f) Lessee
shall provide Lessor with as-built plans and specifications for any
alterations, improvements, additions or Utility
Installations.
7. 4 Utility
Addition. Lessor reserves the right to install new or additional
utility facilities throughout the Office Building Project for the
benefit of Lessor or Lessee, or any other lessee of the Office
Building Project,including, but not by way of limitation, such
utilities as plumbing, electrical system, communication systems,
and fire protection and detection systems, so long as such
installations do not unreasonably interfere with Leseee’s use
of the Premises.
(8.1) Liability
Insurance Lessee: Lessee shall, at Lessee’s expense, obtain
and keep in force during the term of this Lease a policy of
Comprehensive General Liability Insurance utilizing an insurance
Services Office standard form with Board Form General
Liability Endorsement (GL0404), or equivalent, in an amount of not
less than $1,000,000 per occurrence of bodily injury and property
damage combined or in a greater amount as reasonably determined by
Lessor and shall insure Lessee with Lessor as an additional insured
against liability arising out of the use, occupancy or maintenance
of the Premises. Compliance with the above requirement shall not,
however, limit the liability of Lessee hereunder.
8.2 Liability
Insurance Lessor: Lessor shall obtain and keep in force during the
term of this Lease a policy of Combined Single Limit Bodily injury
and Broad Form Property Damage insurance, plus coverage
against such other risks Lessor deems advisable from time to time.
Insuring Lessor, but not Lessee, against liability arising out of
the ownership, use, occupancy or maintenance of the Office Building
Project in an amount not less than $5, 000,000.00 per occurrence
,
8.3 Property
Insurance Lessee: Lessee shall, at Lessee’s expense, obtain
and keep in force during the term of this Lease for the benefit of
Lessee, replacement cost fire and extended coverage insurance, with
vandalism and malicious mischief, sprinkler leakage and earthquake
sprinkler leakage endorsements, in an amount sufficient to cover
not less than 100% of the full replacement cost, as the same may
exist from time to time. Of all of Lessee’s personal
property, fixtures, equipment and tenant improvements.
8.4 Property
Insurance Lessor: Lessor shall obtain and keep in force during the
term of this Lease a policy or policies of insurance covering loss
or damage to the Office Building Project improvements, but not
Lessee’s personal property, fixtures, equipment or tenant
improvements, in the amount of the full replacement cost thereof,
as the same may exist from time to limo, utilizing Insurance
Services Office standard form, or equivalent. providing protection
against all perils included within the classification of fire
extended coverage, vandalism. malicious mischief, plate glass, and
such other perils as Lessor deems advisable or may be required by a
tender having a lien on the Office Building Project. In addition,
Lessor shall obtain and keep In force, during the term of this
Lease, a policy of rental value insurance covering a period of one
year, with loss payable lo Lessor, which insurance shall also cover
all Operating Expenses for said period. Lessee will not be named in
any such policies carried by Lessor and shall have no right to any
proceeds therefrom, The policies required by these paragraphs 8.2
and 8.4 shall contain such deductibles as Lessor or the aforesaid
lender may determine. In the event that the Premises shall suffer
an insured toss as defined in paragraph 9.1(f) hereof, the
deductible amounts under the applicable insurance policies shall be
deemed an Operating Expense. Lessee shall not do or permit to be
done anything which shall invalidate the insurance policies carried
by Lessor. Lessee shall pay the entirety of any increase in the
property insurance premium rot the Office Building Project over
what it was immediately prior to the commencement of the term of
this Lease if the Increase is specified by Lessor’s Insurance
carrier as being caused by the nature of Lessee’s occupancy
or any act or omission of Lessee.
8.5 Insurance
Policies. Lessee shall deliver to Lessor copies of liability
insurance policies required under paragraph 8.1 or certificates
evidencing the existence and amounts of such insurance within seven
(7) days alter the Commencement Dale of this Lease. No such
policy shall be cancellable or subject to reduction of coverage or
other modification except alter thirty (30) days prior written
notice lo Lessor. Lessee shall, at least thirty (30) days
prior to the expiration of such policies, furnish Lessor with
renewals thereof.
8.6 Waiver of
Subrogation. Lessee and Lessor each hereby release and relieve the
other, and waive their entire right of recovery against the other
for direct or consequential fuss or damage arising out of or
Incident to the perils covered by property insurance carried by
such party, whether due to the negligence of Lessor or Lessee or
their agents, employees, contractors and/or Invitees. It necessary
all property Insurance policies required under this Lease shall be
endorsed to so provide.
8.7 Indemnity.
Lessee shall Indemnify and hold harmless Lessor and its agents,
Lessor’s master or ground lessor, partners and lenders, from
and against any and all claims for damage to the person or property
of anyone or any entity arising from Lessee’s use of the
Office Building Project, or from the conduct of Lessee’s
business or from any activity, work or things done, permitted or
suffered by Lessee in or about the Premises or elsewhere and shall
further Indemnify and hold harmless Lessor from and against any and
all claims, costs and expenses arising from any breach or default
in the performance of any obligation on Lessee’s part to be
performed under the terms of this Lease, or arising from any act or
omission of Lessee, or any of Lessee’s
agents.contractors,employees,or invitees, and from and against all
costs, attorney’s fees, expenses and liabilities incurred by
Lessor as the result at any such use, conduct, activity, work,
things done, permitted or suffered, breach, default or negligence,
and in dealing reasonably therewith, including but not limited to
the defense or pursuit of any claim or any action or proceeding
involved therein; and in case any action or proceeding be brought
against Lessor by reason of any such matter, Lessee upon notice
from Lessor shall defend the same at Lessee’s expense by
counsel reasonably satisfactory to Lessor and Lessor shall
cooperate with Lessee in such defense. Lessor need not have first
paid any such claim in order to be so indemnified. Lessee, as a
material part of the consideration to Lessor, hereby assumes all
risk of damage property of Lessee or injury to persons, in, upon or
about the Office Building Project arising from any cause and Lessee
hereby waives all claims in respect thereat against
Lessor.
8.8 Exemption
of Lessor from Liability Lessee hereby agrees that Lessor shall not
be liable for injury to Lessee’s business or any loss of
Income therefrom or for loss of or damage to the goods, wares,
merchandise or other properly of lessee, Lessee’s employees,
invitees, customers, or any other person in or about the Premises
or the Office Building Project, nor shall Lessor be liable for
Injury to the person of Lessee, Lessee’s employees. Agents or
contractors, whether such damage or Injury is caused by or results
from theft, tire, steam, electricity, gas. water or rain, or from
the breakage, leakage, obstruction or other defects of pipes,
sprinklers, wires, appliances, plumbing, air conditioning or
fighting fixtures, or from any other cause, whether said damage or
injury results from conditions arising upon the Premises or upon
other portions of the Office Building Project, or from other
sources or places, or from new construction or the repair,
alteration or improvement of any part of the Office Building
Project, or of the equipment, fixtures Or appurtenances applicable
thereto, and regardless of whether the cause of such damage or
injury or the means of repairing the same is inaccessible, Lessor
shall not be liable for any damages arising from any act or neglect
of any other lessee, occupant or user of the Office Building
Project, nor from the failure of Lessor to enforce the provisions
of any other tease of any ether lessee of the Oil ice Building
Project.
8.9 No
Representation of Adequate Coverage. Lessor makes no representation
that the limits or forms of coverage of insurance specified in this
paragraph flare adequate to cover Lessee’s property or
obligations under this Lease,
9. Damage or
Destruction.
(a)
“Premises Damage” shall mean lf the Premises are
damaged or destroyed to any extent.
(b)
“Premises Building Partial Damage” shall mean if the
Building of which tlie Premises are a part is damaged or destroyed
to the extent that the cost to repair is less then fifty percent
(50%) of the then Replacement Coaf of the building.
(c)
“Premises Building Total Destruction” shall mean if the
Building of which the Premises are a part is damaged or destroyed
to the extent that the cost to repair Is fifty percent (50%)
at more of the then replacement Cost of the
Building.
(d)
“Office Building Project Buildings” shall mean all of
the buildings on the Office Building Project site,
(e)
“Office Building Project Buildings Total Destruction”
shall mean If the Office Building Project Buildings are damaged or
destroyed to the extent that the cost of repair is fifty percent
(50%) or more of the then Replacement Cost of the Office Building
Project Buildings.
(I)
“Insured Loss” shall mean damage or destruction which
was caused by an event required to be covered by the insurance
described in paragraph 8. The fact that an, insured Loss has a
deductible amount shall not make the loss an uninsured
loss.
(g)
“Replacement Cost” shall mean the amount of money
necessary to be spent In order to repair or rebuild the damaged
area to the condition that existed immediately prior to the damage
occurring, excluding all improvements made by Lessees, other than
those installed by Lesser at Lessee’s expense.
4
9.2 Premises
Damage; Premises Building Partial Damage.
(a) Insured
Loss: Subject to the provisions of paragraphs 9.4 and 9.5.if at any
time during the term of this lease there is damage which is ,an
insured loss and which falls info the classification of either
Premises Damage or Premises Building Partial Damage, then Lesser
shall, as soon as reasonably possible and to the extent the
required materials and labor are readily available through usual
commercial channels, at Lessor’s expense, repair such damage
(but not Lessee’s fixtures, equipment or tenant improvements
originally paid for by Lessee) to its condition existing at the
time of the damage and this Lease shall continue in full force and
effect.
(b) Uninsured
Loss: Subject to the provisions of paragraphs 9.4 and 9.5,if at any
time during the term of this Lease there is damage which is not an
insured loss and which falls within the classification of Premises
Damage or Premises Building Partial Damage unless caused by a
negligent or willful act of Lessee (in which event Lessee shall
make the repairs at Lessee’s expense),which damage prevents
Lessee from making any substantial use of the
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