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Exhibit 10.36
SUBLEASE
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This Sublease ("Sublease") is entered into as of the 1st day of
January,
2009, by and between BKF Capital Group, Inc., a Delaware
corporation, whose
address is One North Federal Highway, Boca Raton, FL 33432
(hereinafter referred
to as "Sublessee") and 1st United, LLC, a Florida limited
liability company,
whose address is One North Federal Highway, Boca Raton, FL 33432
(hereinafter
referred to as "Sublessor"). This Sublease is joined in for the
limited purposes
hereinafter set forth by One North Federal, Ltd. (the
"Landlord").
WHEREAS, Landlord and Sublessor entered into that certain Lease
dated as
of the 21st day of April, 2003 (the "Prime Lease"), wherein
Sublessor was
"Tenant" and One North Federal, Ltd. as "Landlord." Landlord
shall be referred
to in this Sublease as "Lessor."
WHEREAS, Sublessee desires to sublease a portion of the second
floor of
the Premises, as more specifically identified in Exhibit "A"
attached hereto and
made a part hereof (the "Sublease Premises"), from the Sublessor
upon the terms
and conditions hereinafter set forth and Sublessor desires to
sublease said
Sublease Premises to Sublessee.
NOW, THEREFORE, for and in consideration of the mutual covenants
herein
contained, the sum of Ten Dollars and 00/100 ($10.00) and other
good and
valuable consideration, the receipt and sufficiency of which are
hereby
acknowledged, the parties intending to be legally bound, do
hereby agree as
follows:
1. Recitals. The recitals set forth above are true and correct
and
are hereby incorporated herein by this reference.
2. Sublease. Sublessor hereby leases to Sublessee, and
Sublessee
hereby leases from Sublessor, the Sublease Premises, subject to
the terms and
conditions herein set forth.
3. Term. The initial term of this Sublease shall be for a period
of
thirty-six (36) full calendar months (the "Sublease Term")
beginning on January
1, 2009 (the "Sublease Commencement Date"). In accordance with
the preceding,
the term of this Sublease shall end on December 31, 2011.
4. Sublease Premises. The Sublease Premises consists of two
thousand
twenty-seven (2,027) rentable square feet for all purposes under
this Sublease.
Sublessor and Sublessee agree that the rentable square footage
includes a
portion of the common areas allocable to Sublessor under the
Prime Lease, and
such rentable square footage is a final determination and may
not be challenged
or altered for any reason whatsoever. Sublessee shall use the
Premises for
professional offices and financial services.
5. Rent. Sublessee shall pay to Sublessor throughout the term of
this
the Sublease base annual rentals per rentable square foot for
the Sublease
Premises, as follows:
Annual Base Monthly
Period Rate Rent Installment
------ ---- ----------- -----------
January 1, 2009 through
December 31, 2009: $14.00 per sq. $28,378.00 $2,364.83
ft.
January 1, 2010 thru
December 31, 2010: $15.00 per sq. $30,405.00 $2,533.75
ft.
January 1, 2011 thru
December 31, 2011: $16.00 per sq. $32,432.00 $2,702.67
ft.
<PAGE>
In addition to Base Rent, Sublessee shall pay to Sublessor any
and all sales,
use, transaction, or comparable tax(es) applicable thereto. Said
base annual
rental shall be subject to adjustment as hereinafter provided in
this Sublease.
It is expressly provided, however, that so long as Sublessee
shall not be in
default of its obligations under this Sublease, such Base Rent
and the tax(es)
thereon shall, for the convenience of Sublessee, be payable in
equal monthly
installments in advance, without demand, deduction or setoff, on
or before the
first day of each calendar month during the term of this
Sublease. However, upon
a default by Sublessee of any of its obligations hereunder, the
Base Rent for
the balance of the then current calendar year of the term of
this Sublease
together with the aggregate of the annual rentals for the
remainder of the
calendar years of the term of this Sublease, as provided
hereinbelow, shall be
immediately due and payable. The term Default in the Sublease
shall have the
same meaning as ascribed to it in Paragraph 17 of the Prime
Lease. If this
Sublease commences on a day other than the first day of a
calendar month, the
monthly Base Rent for the fractional month shall be
appropriately prorated.
a. Sublessee recognizes that late payment of any Rent or other
sum due
hereunder from Sublessee to Sublessor will result in
administrative
expense to Sublessor, the extent of which additional expense is
extremely
difficult and economically impractical to ascertain. Sublessor
therefore
agrees that if Rent or any other payment due hereunder from
Sublessee to
Sublessor remains unpaid ten (10) days after the same is due,
the amount
of such unpaid Rent or other payment shall be increased by a
late charge
to be paid Sublessor by Sublessee in an amount equal to five
percent (5%)
per month of the amount of the delinquent Rent or other payment.
The
amount of the late charge to be paid to Sublessor by Sublessee
for any
particular month shall be computed on the aggregate amount of
delinquent
Rent and other payments, including all accrued late charges
then
outstanding. Sublessee agrees that such amount is a reasonable
estimate of
the loss and expense to be suffered by Sublessor as a result of
such late
payment by Sublessee and may be charged by Sublessor to defray
such loss
and expense.
b. Rent Commencement Date is the date specified in Paragraph 3
hereof for the
Sublease Commencement Date and the date upon which the first
rental
payment hereunder becomes due.
c. The Sublessor will receive monthly from Sublessee the
equivalent of six
and one half percent (6 1/2%) of all amounts paid as Rent
hereunder which
sum is paid to the State of Florida by the Sublessor. This six
and one
half percent (6 1/2%) rate is accountable by the Sublessor to
the State of
Florida under the Florida Sales Tax Statute. The Sublessor
receives no
monetary benefit from the collection and disbursement of this
charge.
Therefore, to satisfy this obligation, Sublessee shall pay to
Sublessor,
in addition to the Rent agreed to by the parties, six and one
half percent
(6 1/2%) of all amounts paid as Rent hereunder. Should such tax
rate
change under the Florida Sales Tax Statute, the Sublessor will
receive
monthly from Sublessee the amount reflective of appropriate
charges.
Sublessee shall pay Sublessor in conjunction with all sums due
hereunder,
any and all applicable sales, use or other similar tax and any
interest
or penalties assessed therein ("Sales Tax") simultaneously with
such
payment.
d. In addition to the Base Rent, Sublessee shall pay without,
demand,
deduction, or setoff as "Additional Rent" (which amounts along
with any
other amounts or charges which may become due or payable by
Sublessee to
Sublessor may collectively or separately be referred to as
"Rent"
hereunder), Sublessee's Proportionate Share of the Operating
Expenses of
the Building delivered by Sublessor to Landlord under the
Lease.
Sublessee's proportionate share is that amount which is
equivalent to the
percentage determined by dividing the rentable square feet in
the Sublease
Premises by the total rentable square feet under the Lease upon
which
operating expenses are calculated.
<PAGE>
e. For the purposes of this Sublease, Sublease Year shall mean
each twelve
(12) month period beginning on the Sublease Commencement Date
and each
anniversary of the Commencement Date (or the first day of the
succeeding
calendar month following the month in which the Sublease
Commencement
Date occurs should such date be on any day after the first day
of a
calendar month), and extending until the last day of each twelve
(12) full
calendar month period thereafter.
f. Provided Sublessee faithfully performs all terms and
conditions of the
Sublease during the term of this Sublease, Sublessee's
obligation to pay
Base Rent under this Sublease shall be abated in months one (1),
two (2)
and (3) in the aggregate amount of Seven Thousand Ninety-Four
and 50/100
($7,094.50) Dollars. If Sublessee at any time breaches any term
or
covenant required to be performed by Sublessee under this Lease,
Sublessor
may, in addition to all other rights or remedies it may have,
rescind the
abatement and receive all the Base Rent which Sublessor would
have
otherwise received from Sublessee had there been no period of
abatement.
The herein granted abatement shall apply to payment of Base Rent
only, and
shall not be applicable to Additional Rent or any other charges,
expenses
or costs payable by Sublessee under this Sublease. Sublessor's
failure to
rescind the abatement of Base Rent provided for hereunder as a
result of
any default by Sublessee shall not be deemed to be a waiver of
Sublessor's
right to so rescind on any subsequent default by Sublessee.
6. PREPAID RENTS AND SECUR
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