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SUBLEASE AGREEMENT

Sublease Agreement

SUBLEASE AGREEMENT | Document Parties: MICROSTRATEGY INC | Tysons Corner Property, LLC You are currently viewing:
This Sublease Agreement involves

MICROSTRATEGY INC | Tysons Corner Property, LLC

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Title: SUBLEASE AGREEMENT
Governing Law: Virginia     Date: 2/28/2005
Industry: Software and Programming     Law Firm: Hogan & Hartson L.L.P.     Sector: Technology

SUBLEASE AGREEMENT, Parties: microstrategy inc , tysons corner property  llc
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Exhibit 10.1

 

SUBLEASE AGREEMENT

 

THIS SUBLEASE AGREEMENT (“Sublease”) is entered into as of this 25 th day of February, 2005, by and between MICROSTRATEGY INCORPORATED, a Delaware corporation (“Sublandlord”), and ALCANTARA LLC, a Delaware limited liability company (“Subtenant”).

 

RECITALS

 

A.    Sublandlord is the tenant under that certain Deed of Lease by and between Tysons Corner Property, LLC, a Virginia limited liability company, as landlord (“Master Landlord”), and Sublandlord, as tenant, dated January 7, 2000, as amended by that certain First Amendment to Lease dated as of August 9, 2000 (the “First Amendment”) and as further amended by that certain Second Amendment to Lease dated October 31, 2002 (the “Second Amendment”) (such lease, as so amended and as it may be further amended from time to time, the “Master Lease”), for certain space located at 1861 International Drive, McLean, VA 22102 (the “Premises”).

 

B.    Subtenant wishes to sublease a portion of the Premises from Sublandlord.

 

Now, therefore, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

 

 

1.

Basic Sublease Information .

 

The information set forth in this Section (the “Basic Sublease Information”) is intended to supplement and/or summarize the provisions set forth in the balance of this Sublease. Each reference in this Sublease to any of the terms set forth below shall mean the respective information set forth next to such term as amplified, construed or supplemented by the particular Section(s) of the Sublease pertaining to such information. In the event of a conflict between the provisions of this Section and the balance of the Sublease, the balance of the Sublease shall control.

 

 

 

 

 

 

 

 

 

Sublandlord :

  

MicroStrategy Incorporated, a Delaware corporation

  

 

 

 

 

Sublandlord’s Address

for Notices :

  

1861 International Drive

McLean, VA 22102

Attn: Director of Administration

 

with a copy (which shall not constitute notice) to:

 

Hogan & Hartson L.L.P.

8300 Greensboro Drive

McLean, VA 22102

Attn: Lee E. Berner, Esq.

  

 

 

 

 

Subtenant :

  

Alcantara LLC

  

 

 

 

 

Subtenant’s Address

for Notices :

  

As from time to time designated in a written notice by Subtenant to Sublandlord.

  

 


 

 

 

 

 

 

 

 

Subdemised Premises :

  

That portion of the Premises specifically indicated on Attachment A hereto representing approximately 150 square feet.

  

 

 

 

 

Building :

  

1861 International Drive, McLean, VA 22102.

  

 

 

 

 

Permitted Use :

  

As specified in Section 1.8 of the Master Lease.

  

 

 

 

 

Commencement Date :

  

The term of the Sublease shall commence upon February 10, 2005 (the “Commencement Date”).

  

 

 

 

 

Expiration Date :

  

This Sublease shall be for an initial term of one (1) year (the “Initial Term”), which term shall automatically renew at the end of such term and each succeeding renewal term (as applicable), provided , however , that (i) either party may terminate this Sublease by providing written notice setting forth a termination date to the other party at least seven (7) days prior to such termination date and (ii) this Sublease shall terminate on any date on which the Master Lease is terminated or expires or this Sublease is terminated pursuant to the terms herein (any such expiration date or termination date, the “Expiration Date”).

  

 

 

 

 

Subtenant’s Insurance :

  

Specified and as required in Article 9 of the Master Lease.

  

 

 

 

 

Security Deposit :

  

None.

  

 

 

 

2.

Sublease Relocation .

 

Sublandlord hereby subleases to Subtenant, and Subtenant hereby subleases from Sublandlord, the Subdemised Premises upon all of the terms, covenants and conditions in this Sublease. Sublandlord shall have the right, upon five (5) days’ notice to Subtenant, and at the expense of Sublandlord, to relocate the Subdemised Premises to a location elsewhere in the Premises designated by Sublandlord. Upon such relocation, said relocated Subdemised Premises shall thereafter be the “Subdemised Premises” for purposes of this Sublease.

 

 

3.

Delivery Condition .

 

Subtenant acknowledges that it takes possession of the Subdemised Premises in its “as is” condition on the Commencement Date and further acknowledges that Sublandlord has made no representations or warranties of any kind or nature, whether express or implied, with respect to the Subdemised Premises, the remainder of the Premises, the common areas, or the Building, nor has Sublandlord agreed to undertake or perform any modifications, alterations, or improvements to the Subdemised Premises, the remainder of the Premises, the common areas or the Building which would inure to Subtenant’s benefit.

 

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4.

Term .

 

4.1 Term . The term (the “Term”) of this Sublease shall commence on the Commencement Date and shall end on the Expiration Date.

 

4.2 Surrender . Subtenant shall, on or before the Expiration Date, and/or such earlier date(s) on which Subtenant ceases to occupy a portion of Subleased Premises (each a “Surrender Date”) remove all personal property, furniture, trade fixtures and other equipment from the Surrendered Space or Subdemised Premises, as applicable, provided that the removal of the same does not adversely affect the Building structure or any Building operating system or is not prohibited by the Master Lease, and that Subtenant promptly repairs any damage to the Building structure or its operating systems caused by such removal pursuant to the requirements of the Master Lease. In the event that Subtenant fails to remove any such items as required by this Section 4.2 by the Expiration Date or Surrender Date, as applicable, all such items remaining on the Surrendered Space or Subdemised Premises, as applicable, after the Expiration Date or Surrender Date, as applicable, shall be deemed abandoned and Sublandlord may dispose of such items as it sees fit, without liability to Subtenant. Subtenant shall also be responsible for the removal, on or before the Expiration Date or Surrender Date, as applicable, of all alterations as required under the Master Lease installed by Subtenant pursuant to this Sublease and shall be responsible for any associated repair or restoration of the Surrendered Space or Subdemised Premises, as applicable, required under the Master Lease. In all other respects, Subtenant shall deliver the Surrendered Space or Subdemised Premises broom clean, in its condition as of the Commencement Date, as applicable, reasonable wear and tear and casualty excepted. In no event shall Subtenant remove any of the plumbing, electrical, data lines, or HVAC system(s) except as otherwise required pursuant to this Section 4.2.

 

Subtenant shall vacate and deliver possession of the Surrendered Space or Subdemised Premises, as applicable, free of all liens, charges or encumbrances resulting from any act or omission on Subtenant’s part, and free and clear of any and all violations of any law, rule or regulation of any federal, state, municipal or other agency or authority by reason of Subtenant’s actions or failures to fulfill any of its obligations under this Sublease (“Violations”). Subtenant shall indemnify Sublandlord against any and all loss, expense, damage, costs or attorneys’ fees arising out of Violations occurring any time on or after the Commencement Date. The voluntary or other surrender of this Sublease by Subtenant, or a mutual cancellation thereof, shall not automatically terminate any sub-subleases or sub-subtenancies or other agreements by which Subtenant has granted rights to third parties to all or any part of the Subdemised Premises, but shall, at the option of Sublandlord, either (1) terminate all or any existing sub-subleases or sub-subtenancies or such other agreements, or (2) operate as an assignment to Sublandlord of any or all such sub-subleases or sub-subtenancies or such other agreements.

 

 

5.

[Intentionally deleted]

 

 

6.

Use and Compliance With Laws .

 

Subtenant shall use the Subdemised Premises for the Permitted Use (as specified in the Basic Sublease Information) during the Term of this Sublease, and for no other use or uses. Subtenant shall not engage in any activities prohibited by the Master Lease. Subtenant shall not use or store flammable or hazardous materials on the Subdemised Premises. Subtenant shall not perform any act or carry on any practice which may injure the Subdemised Premises or cause any offensive odors or noises that constitute a nuisance or menace to any other tenant or tenants of the Building or the

 

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Premises or other persons, and in no event shall any noises or odors be emitted from the Subdemised Premises. Nothing shall be done upon or about the Subdemised Premises which shall be unlawful, improper, or contrary to any law, ordinance, regulation or requirement of any public authority or insurance inspection or rating bureau or similar organization having jurisdiction and Subtenant shall be in compliance at all times with all such laws, ordinances, regulations and requirements. Subtenant shall observe and comply with, and shall cause its employees, agents and invitees to observe and comply with the restrictions set forth in this Sublease. Subtenant agrees to comply with all rules and regulations that Master Landlord has made or may hereafter from time to time make for the Building and/or the Premises. Sublandlord shall not be liable to Subtenant or any party claiming through Subtenant in any way for damage caused by the failure of any of the other tenants of the Building to comply with such similar or other covenants in their leases or of such rules and regulations.

 

 

7.

Insurance .

 

Sublandlord shall add Subtenant as an additional insured to the policies of insurance maintained by Sublandlord pursuant to Section 9.3(a), (c) and (e) of the Master Lease.

 

 

8.

Assignment and Subletting .

 

Subtenant shall not directly or indirectly, voluntarily or by operation of law, sell, assign, encumber, pledge or otherwise transfer or hypothecate any of its interest in or rights with respect to the Subdemised Premises or Subtenant’s leasehold estate hereunder (collectively, “Assignment”), or permit all or any portion of the Subdemised Premises to be occupied by anyone (whether pursuant to a license, concession or otherwise) other than Subtenant or Subtenant’s agents and advisors or sublet all or any portion of the Subdemised Premises, without the prior written consent of Master Landlord and Sublandlord, which consent of Sublandlord may be given or withheld in its sole discretion. For purposes of this Sublease, the direct or indirect transfer of any ownership interests in Subtenant shall be deemed an Assignment within the meaning of this Section 8.

 

 

9.

Alterations .

 

Subtenant shall not make or suffer to be made any alterations, additions or improvements to the Subdemised Premises, including, without limitation, those related to electrical cabling and/or systems, plumbing, data cabling, HVAC systems, or modifications to existing finishes, without the prior written consent of Master Landlord, as required under the Master Lease, and of Sublandlord. Additionally, Subtenant shall be subject to the standards for repairs and alterations set forth in the Master Lease and any review and approval required under the Master Lease.

 

 

10.

Repairs and Maintenance .

 

10.1 Subtenant’s Responsibility . Subtenant shall be responsible for the maintenance and repair of the Subdemised Premises in accordance with the provisions of the Master Lease.

 

10.2 Sublandlord’s Responsibility . As between the parties to this Sublease, Sublandlord shall have no responsibility or liability to the Subtenant or anyone claiming through Subtenant, for the Subdemised Premises including, without limitation, the roof, roof covering, foundation, subfloors, building structural components, major building systems (plumbing, electrical and heating, air conditioning


 
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