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INDUSTRIAL LEASE
by and between
NW RH
"LA "
and
THE CITY OF MIAMI
"TENANT"
INDUSTRIAL LEASE
1. Definitions. The following are definitions of certain terms that are used in this Lease:
i) Date of this Lease: October , 2023
ii) Property Address: 3320 NW 35 Avenue
Miami, Florida 33142
iii) Premises: Suite 3320 comprised of 2,000 square feet, located in the building
3320 NW 35 Avenue, Miami, FL 33142 (the "Building") in the
North Miami Business Park (the "Project")
iv) Landlord: KEI 3567 NW 33 WRHS, LLC, a Florida limited liability company
c/o KEI Properties.
1922 NE 149th Street North Miami, Florida 33181
For Rent and Notices:
v) Tenant:
Gua
vi) Sec
vii) Permitted Use:
viii) Term:
KEI 3567 NW 33 WRHS, LLC
c/o KEI Properties
1922 N.E. 149th Street,
North Miami, Florida 33181
Attn: Rebecca O'Meara / Property Manager
The City of Miami, a Florida Municipality
e retained durinie duration of
Lease.
Warehouse related to storage of city equipment.
Commencement Date: November 1, 2023
Expiration Date: October 31, 2033
For a term of One Hundred Twenty (120) months
ix) Basic Monthly Rent: $ 3,500.00 from 11/1/2023 —10/31/2024
With 3% vs CPI annual increases, whichever is greater.
x) Additional Monthly Rent: $ 666.67 from 11/1/2023 —10/31/2024 (subject to change)
xi) Sales Tax: $ 270.83 from 11/1/2023 —10/31/2024
xii) Total Monthly Rent: $ 4,437.50 from 11/1/2023 —10/31/2024
TOTAL DUE UPON EXECUTION: $4,437.50 (November2023 Rent)
xiii) Brokers: None
Landlord /Tenant 1
Wherever used in this Lease, the terms "we", "us" or our refer to the Landlord and the terms "you" or "your" refer to the
Tenant. The term "Lease" means this Industrial Lease. If this Lease is signed by more than one person as Tenant, all
such persons shall be jointly and severally liable for the obligations of the Tenant under this Lease.
2. Lease. We hereby lease to you, and you hereby lease from us, the Premises for the Term and Rent described
above. We reserve the right to relocate the Premises to another location in the Building or the Project, provided that the
floor area of such substitute Premises is reasonably comparable to the Premises.
3. Possession. You may take possession of the Premises on the Commencement Date. Possession will be
delivered to you in "as is" condition, and by accepting it, you will be deemed to have acknowledged that the Premises was
in good condition, order and repair at the time of such acceptance including, without limitation, all mechanical and
electrical systems. Under no circumstances will we be liable to you for failing to deliver possession for any reason.\
4. Common Facilities. You will have the non-exclusive right and license to use, in common with others entitled to
such use, the Common Facilities, as it from time to time exists, subject to the rights that we have reserved. You must not
interfere, at any time, with our rights and the rights of others entitled to use any part of the Common Facilities, and you
may not store, either permanently or temporarily, any materials, supplies or equipment in or on the Common Facilities.
"Common Facilities" means all of the Project, except (a) the Premises, (b) any other premises in the Project leased or held
for lease to other tenants, and (c) any areas reserved by us for special purposes (including, without limitation, satellite
dishes and generators), as determined by us from time to time. Common Facilities shall include the Parking Area, any
walks and driveways, any other interior and exterior areas designated by us from time to time for common use. "Parking
Area" means that portion of the Common Facilities which is or is to be paved and otherwise improved for the parking of
motor vehicles, as desinated by us from time to time. We reserve the ri ht to use the roof the demising floors, walls and
ceilings, and the exteri - 'e Pr: e Build' :nd all t is lities chases, ducts or
other passageways loed withi a 'j Buildir . e Pro t. We shall ha the exclusive control and
management of the C mon Fa. ie- - ave tr • in ou retion, f time to time to: (i) make
changes to the Com Facilitie in :ing, out li rang in the location izes, shapes and number
of driveways, entranc , parkin' .pa , parki -re. load in. nd loading areas, ress, egress, direction of
traffic, landscaped ar ays . utility - ys; (ii) cl. t porarily any o e Common Facilities for
maintenance purposes so long as there is reasonable access to the Premises; (iii) designate land outside the
boundaries of the Project to be a part of the Common Facilities; (iv) add or delete buildings and/or improvements
to/from the Common Facilities or to/from the Project; (v) use the Common Facilities while engaged in making
additional improvements, repairs or alterations to the Project, or any portion thereof; and (vi) do and perform such
other acts and make such other changes in, to or with respect to the Common Facilities and Project as we may, in the
exercise of sound business judgment, deem to be appropriate.
5. Term. The term of this Lease will commence on the Commencement Date and will expire on the Expiration
Date, unless sooner terminated or extended as provided elsewhere in this Lease.
6. Rent. The term "Rent" means all money owed by you under this Lease. You will pay the Basic Monthly Rent
and Additional Monthly Rent to us, in advance, on the first day of each and every consecutive month during the Term,
without any set-off, abatement or reduction whatsoever. You shall pay the first month's Rent and security deposit
simultaneously with execution of this Lease. All Rent is to be paid at our address indicated above or at whatever other
place or to any of our representatives we designate from time to time in a notice to you (which may be electronically via
automatic debit, ACH credit or wire transfer to such account as Landlord designates). All Rent payments are to be made
by check drawn on a local bank, a bank cashier's check, or US Postal Service money order. All sums that are to be paid
by you under this Lease, regardless of how described, denominated or characterized, and regardless of the party to whom
or the purpose for which, those payments are to be made by you, will also be deemed "Rent." In addition to the Rent
stated in this Section 6, you shall also pay all Florida sales tax due as required by this Lease from time to time. The basic
monthly rent shall increase annually 3% vs CPI whichever is greater.
7. Additional Monthly Rent. You shall pay to us on the first day of each month during the Term, in addition to the
Basic Monthly Rent, the "Additional Monthly Rent" in order to defray our Operating Expenses, which will be payable to us
monthly. The term "Operating Expenses" means the ad valorem and non ad valorem real estate taxes and assessments
on the Project, the cost of insuring the Project including without limitation against all insurable risks arising from vandalism,
Landlord /Tenant 2
casualty, and flood, and our liability insurance covering the Project and all costs and expenses of operating, repairing,
maintaining, upkeep and replacing any and all portions of the Project, as determined by us in our sole and absolute
discretion, and including, without limitation, charges for professional management and administration of the Building and
the Project. We may adjust the amount of the Additional Monthly Rent from time to time upon written notice.
8. Option. To be negotiated 120 days prior to the Lease Expiration date.
9. Late Rent Payments. Without limiting any of our other rights and remedies under this Lease or available to us at
law or in equity, if you fail to pay by the due date any Basic Monthly Rent, the Additional Monthly Rent or any
other charges owing under this Lease more than two (2) times within any twelve (12) month period, then we can
elect to take any or all of the following steps:
(a) We can exercise our remedies pursuant to Section 30 of this Lease including, but not limited to,
terminating this Lease and evicting you from the Premises;
(b) We can require that, beginning with the first monthly installments of Basic Monthly Rent and
Additional Monthly Rent next due, the Basic Monthly Rent and Additional Monthly Rent will no longer be paid in
monthly installments, but will instead be payable in advance on a quarterly basis, on the first day of the first month of
the quarter; and
(c) We can require you to increase the Security Deposit by an amount that we determine necessary to
protect our interests; provided that such amount shall not exceed three (3) months of the then -applicable Basic
Monthly Rent.
You acknowledge that a late payment of Rent will cause us to incur costs not contemplated by this Lease, the exact
amount of which is difficult to compute. Accordingly, if any installment of Rent or other sum due from you is not be
received by us within fi -fter is due, withou i by us, you will pay us
a late charge in an am. t equal he ater of: Two -d Fifty .Ilars ($250.00), (b) five percent (5%) of the
unpaid rent or other su due from u. • - - •• • of th = - . : rge t. - •y you s be reassessed and added
to your Rent obligation r each s es until p- ae c . - -. esents a it and reasonable estimate
of the costs we will in' by rea of - pay by u. cc an. of any late cha by us will not constitute a
waiver of any default ' esp- to the o . amount, w t prevent us fro xercising any of our other
rights and remedies provided in this Lease or at law or in equity. In addition, in the event we are unable to negotiate any
payment made by you on our first attempt to deposit the Rent check delivered to us by you, then you will pay us a fee of
$50.00 per item, which represents a fair and reasonable estimate of the costs we will incur by reason of our inability to
negotiate such Rent payments.
Security Deposit. We acknowledge receipt from you of the Security Deposit indicated above, from which unpaid Rent and
damage to the Premises (other than reasonable wear and tear) and other expenses due to us will be deducted before the
balance, if any, is refunded to you without interest. The Security Deposit is not intended to be used to pay Rent. The
Security Deposit will be held in accordance with Florida law, including that it may be commingled with our other funds .
Irrespective of any other remedies Landlord may have, if Tenant fails to notify Landlord that they intend to vacate
their premises at least 60 days prior to the expiration of their lease, Tenant forfeits its Security deposit.
10. Utilities. We will arrange, and you agree to contract in your own name and to pay all charges for water and
sewer, gas, electricity, light, heat, power, telephone, telecommunication, internet, or other data transmission or utility
services supplied to the Premises. If any such utility charges are not separately metered or billed to the Premises, then
you will pay your share of those charges as we reasonably determine to us as Rent, within ten (10) days after we bill you
for them. We will not be liable to you if any of these services is interrupted, reduced or terminated because of necessary
repairs, installations, construction or any other cause beyond our reasonable control, and no such interruption or
termination will be construed as an eviction, a disturbance of possession or relieve you from your obligations under this
Lease.
11. Parking. You shall be entitled to the non-exclusive use of the Parking Area on a first come -first serve basis,
provided that you and your Agents (hereinafter defined) shall not use more than one space per thousand square feet of
the Premises. We may modify, relocate, reduce, or restrict any of the parking spaces in the Parking Area. We may also
designate a specific area for your parking spaces within the Parking Area. We shall not be liable for and you hereby
Landlord /Tenant 3
releases and covenants not to bring any action against us for any loss, damage or theft to or from any motor vehicle or
other property of you or your Agents which occurs in or about the Parking Area. Notwithstanding the foregoing, your right
to use such parking spaces shall be a license only and our inability to make such spaces available at any time for reasons
beyond our control shall not constitute a default by us under this Lease.
12. Use of Premises. You agree to occupy the Premises only for the Permitted Use described above. You also
agree not to permit the Premises to be used for any unlawful purpose. Further, you agree to comply with all Rules and
Regulations established by us from time to time and with all applicable federal, state and local laws and ordinances that
apply from time to time to the use and occupancy of the Premises. The Rules and Regulations in effect as of the date of
this Lease are attached to and made a part of this Lease as Exhibit A.
13. Alterations. You may not make any physical changes to the Premises, whether structural, non-structural or
cosmetic, including paint or wallpaper, without our prior written approval in each instance, nor may you install any fixtures,
locks, bolts, chains or similar devices. Any such changes, once approved, shall be made at your expense, and the
ownership thereof shall become immediately vested in us, with the right to remove them, at our option and at your
expense, at any time following the Expiration Date of this Lease. We reserve the right to increase the Security Deposit in
conjunction with the approval of any physical changes to the Premises. We reserve the right at any time and from time to
time, to post and maintain on the Premises and Building such notices as we deem necessary to protect the Premises
against liens. You agree not to permit or suffer, and to cause to be removed and released, any mechanic's,
materialman's or other lien on account of supplies, machinery, tools, equipment, labor or material fumished or used in
connection with the construction, alteration, improvements, addition to or repair of the Premises by or through you.
14. No Liens Against Our Interest in the Project. Our right, title and interest in the Project will not be subject to liens
for improvements made by you and the fee title to the Project may not be encumbered by any liens arising out of work
performed on the Project, by, at the request of, under contracts entered into with, or by persons or parties claiming under
or through you, regardless of whether such work is performed pursuant to this Lease or otherwise. In the event that you
allow the imposition of yo n (10) d to caus b record by payment or
bonding, failing which, e will h. the fight to c, .e the to be leased by such ans as we deem proper,
including payment or nding of c •• se to n. A enses urred by us in connection
therewith will be dee
In no event will our in - Proj t or any , -reof be to liens for imprNements made by you and
the fee title to the Building or other Improvements or the Project be encumbered by any liens arising out of work
performed by, at the request of, under contracts entered into with, or by persons or parties claiming under or through
you, regardless of whether such work is performed pursuant to this Lease or that we have consented to it. Further,
pursuant to Chapter 713.10, Florida Statutes, you will (a) notify each and every contractor who performs such work in
connection with such improvements of this provision, (b) provide a copy of this provision to each of such contractors,
(c) require and cause each of such contractors to notify and provide a copy of this provision to each person or party
with whom they may deal in connection with the construction of such improvements and require each such person or
party to do likewise with persons or parties with whom they may deal, to the end that all contractors, persons, or
parties, who provide supplies, furnish labor, or otherwise act to bring about improvements and betterments will be
placed on actual notice of this provision.
15. Tenant's Maintenance. You agree that at your expense you will maintain, repair, replace and keep the Premises
and all improvements, fixtures and personal property thereon in good, safe and sanitary condition, order and repair and in
accordance with all applicable laws, ordinances, orders, rules and regulations of governmental authorities having
jurisdiction. You will perform or contract for and promptly pay for janitorial and cleaning services, security systems and
services, interior window washing services, interior painting, repair and replacement of all interior and exterior doors
(including, without limitation, all loading dock doors, dock levelers and related dock systems and areas), repair,
maintenance and replacement of damaged or broken interior and exterior glass, windows, plate glass and other breakable
materials, and replacement of interior light bulbs, light fixtures and ballasts in or serving the Premises. At your expense,
you agree to enter into a service contract with a contractor approved by us providing for regularly scheduled maintenance
and servicing of the HVAC system serving the Premises for the duration of the Term, in accordance with Exhibit B,
attached to and made a part of this Lease. You will be responsible for the operation, maintenance, repair and
replacement of the pipes, lines and other equipment and facilities for water, sewage and other utility services serving the
Premises from the point exclusively serving the Premises, even if located outside of the Premises.
Landlord /Tenant 4
16. Landlord's Maintenance. We will maintain and replace the exterior walls and structural elements of the Building
and the Improvements. We will also maintain and replace all other facilities, fixtures, signage and equipment in the
Project, contract for trash and garbage disposal, and include the cost of doing so in the Operating Expenses for which
Additional Monthly Rent will be payable. For the purposes of this Section, all work and costs for the roofs of the Building
shall be considered to be maintenance and repairs included in the Operating Expenses, except for the replacement of the
entire roofing system of the Building by us hereunder. Our obligations under this Section will be determined by us in our
sole discretion. In no event will we be obligated to repair or replace any damage caused by your acts or omissions or
those of your Agents, the repair and replacement of which will be your sole responsibility. For capital expenditures and
repairs whose benefit may extend beyond the Term, we shall complete such capital repairs and such capital
expenditures shall be fully amortized in accordance with the Formula (defined hereafter) and reimbursed to us over
the remainder of the Term, without regard to any extension or renewal option not then exercised. The "Formula" shall
mean that number, the numerator of which shall be the number of months of the Lease Term remaining after such
capital expenditures, and the denominator of which shall be the amortization period (in months) equal to the useful
life of such repair or replacement multiplied by the cost of such capital expenditure or repair. We shall pay for such
capital expenditures and repairs and you shall reimburse us for its amortized share of same (determined as
hereinabove set forth) in equal monthly installments. In the event you extend the Term either by way of an option or
negotiated extension, such reimbursement by you shall continue as provided above until such amortization period
has expired.
17. Hazardous Substances. You will promptly respond to and clean up at your expense any release or threatened
release of any Hazardous Substance into the drainage systems, soil, surface water, groundwater, or atmosphere, in a
safe manner, in strict accordance with applicable laws, ordinances, orders, rules and regulations of govemmental
authorities having jurisdiction, and as authorized or approved by all federal, state, and/or local agencies having authority to
regulate the permitting, handling, and cleanup of Hazardous Substances; provided, however, your obligations under this
sentence shall not include any Hazardous Substances which you prove existed on the Property on the Commencement
Date of the Term unless caused by or exacerbated by any act or omission of yours or of your Agents. You will not use,
store, generate, treat, .r dis Hazard. Substa agree to indemnify,
defend and hold us ha less fro nd ainst an uits, a' . legal dministrative p eedings, demands, claims,
liabilities, fines, penalti: losses, i xpen sts, i ... . erest an ttorneys' fees, incurred by,
claimed or assessed a inst us i y -cted w ry t. .- .n or da ge to any property, or any
loss to us occasioned any way H. : rdous .sta . 'roe y; provided, ho ver, your obligations under
this sentence shall -- any azardou• ances h .0 prove exist on the Property on the
Commencement Date of this Lease, unless caused by or exacerbated by any act or omission of yours or your Agents.
You agree to waive, release and discharge us forever from all present and future claims, demands, suits, legal and
administrative proceedings and from all liability for damages, losses, costs, liabilities, fees and expenses, present and
future, arising out of or in any way connected with any condition of environmental contamination of the Property, or the
existence of Hazardous Substances in any state on the Property, however they came to be placed there. "Hazardous
Substances" shall mean any product, substance, chemical, contaminant, material, waste, pollutant, flammable,
explosive, radioactive material, hazardous or toxic material, hazardous or toxic waste, hazardous or toxic substance
whose presence, nature, quantity and/or intensity of presence, use, possession, generation, treatment, handling,
discharge, storage, manufacture, disposal, transportation, spill, release or effect, either by itself or in combination with
other materials expected to be on the Premises, is either: (i) potentially injurious to the public health, safety or
welfare, the environment or the Premises; (ii) regulated or monitored by any governmental authority; or (iii) a basis for
potential liability of us to any governmental agency or third party under any applicable statute or common law theory
(including, but not limited to, CERCLA and RCRA; now in effect or which may hereafter come into effect or be
amended. Hazardous Substances shall include, without limitation, asbestos, asbestos -containing material,
hydrocarbons, polychlorinated biphenyl ("PCB"), PCB -containing material, petroleum, petroleum products, gasoline,
crude oil or any fraction, product or byproduct thereof.
18. Assignment or Subletting. You may not assign this Lease or sublease the Premises, either in whole or in part,
without our prior written consent, which we may grant or withhold in our sole discretion. The term "assignment" also
means a leasehold mortgage or other encumbrance of the leasehold, or if you under this Lease at any time is an entity,
the transfer of a controlling interest in the equity ownership in that entity. Any assignment or sublease made without our
prior written consent will be void as against us and will be an Event of Default by you under this Lease. Any assignment
or sublease made with our prior written consent will not release or excuse you from primary liability under the Lease as
the tenant who signed it. The acceptance of Rent by us from anyone other than you will not be deemed to be a waiver by
us of our rights under this Section, nor will it be deemed a consent by us to the assignment or sublease at issue.
Landlord /Tenant 5
You agree to reimburse us for all of our costs incurred in connection with any request for consent to an assignment or
sublease, including, without limitation, a reasonable sum for attorneys' fees. Alternatively with the above, we will also
have the right to terminate this Lease and to enter into a new lease with the proposed assignee or subtenant and receive
directly from the proposed transferee the consideration agreed to be given by such transferee to you for the assignment or
sublease by you. Alternatively, we can require you to pay over to us all sums that you receive from the assignee or
subtenant in excess of the Rent payable by you under this Lease that is attributable on an equally allocable floor area
basis, to any subletting of all or any portion of the Premises so subleased, and all consideration received on account of or
attributable to any assignment of this Lease.
You agree not to make an assignment or sublease with an existing tenant of the Project, or any subtenant or assignee
thereof, or any person or entity with whom we or our related parties negotiated within the six (6) month period preceding
your request for such an assignment or sublease. You agree not to publicly advertise the rate of other terms upon which
you are willing to assign or sublease the Premises. If at the time of the proposed assignment or sublease there is any
vacant or unoccupied space in the Building or the Project, you will not be entitled to assign or sublease or offer to assign
or sublease at a rental rate less than the prevailing fair market rental rate then offered by us for the other space.
19. Financial Statements. You agree to fumish to us, within ten (10) days after we request it, a copy of your most
recent financial statement, certified by you to be true and correct. In turn, you may deliver any such financial statements
to any existing or prospective mortgagee or purchaser of the Building or the Project. The financial statements shall
include a balance sheet as of the end of, and a statement of profit and loss for, your preceding fiscal or calendar year.
20. Estoppel Certificates. You agree to sign and deliver to us, within seven (7) days after we request it, a written
statement certifying (a) that this Lease is unmodified (or, if modified, stating the modifications) and in full force and effect;
(b) the dates to which Basic Monthly Rent and Additional Monthly Rent have been paid; (c) the amount of the Security
Deposit held by us; (d) that there have been no defaults by us or you and no event which with the giving of notice or the
passage of time, or both, would constitute such a default (or, if there have been defaults, setting forth the nature thereof);
and (e) such other mat ing t we may onably ch statement may be
delivered to and relied .on by a exi g or pro ctive :gee o urchaser of the ilding or the Project. If you
fail to deliver the signe stoppel rtifi - hin s days quest it n estoppel late fee of $200
will be charged to you . additiona en n.. r optio Eve
21. Landlord Acc -gree t t we or o orized re. e•tives will have t right to enter the Premises
at any reasonable time during ordinary business hours (or at any time in the event of an emergency) for the purposes of
inspecting, repairing or maintaining the Premises or the Building, performing any alterations or improvements to the
Premises or the Building as we may determine from time to time, performing any obligations of yours that you have failed
to perform under this Lease, or for the purposes of showing the Premises to any existing or prospective mortgagee,
purchaser or tenant of the Premises, the Building or the Project. You also agree that we may at any time and from time to
time place on the Building or the Premises one or more signs advertising the Building or the Premises as being available
for sale or for lease.
22. Insurance.
A. You shall procure and maintain, at your expense and throughout the Term, the following insurance:
1. Commercial general liability insurance which (1) insures against claims for bodily injury, personal
injury, advertising injury and property damage arising from the use, occupancy or maintenance of the Premises or
any other portion of the Project by you or any of your Agents, (2) insures without exclusion damage or injury arising
from heat, smoke or fumes from a hostile fire, (3) has limits of not less than (i) $1,000,000 per occurrence, (ii)
$2,000,000 general aggregate per location, (iii) $1,000,000 products and completed operations aggregate;
2. Business auto liability insurance which insures against bodily injury and property damage claims
arising out of ownership, use or maintenance of any auto with a combined single limit per accident of not less than
$1,000,000;
3. Worker's compensation in statutory limits and employer's liability insurance with limits of not less
than $500,000 for each accident, $500,000 for each employee for bodily injury by disease, and $500,000 policy limit
for bodily injury by disease;
Landlord /Tenant 6
4. All-risk (special form or equivalent) property insurance covering all of your personal property,
inventory, equipment, fixtures, alterations and improvements at the Premises up to the replacement value of such
property; and
5. Business income and extra expense insurance with limits of at least 100% of your gross revenue
for a twelve (12) month period.
B. Each liability insurance policy described above (except employer's liability policies) shall name us, our agent
and advisor, our property manager, and the holders of any mortgage, deed of trust, ground lease and/or other similar
instrument covering any or all of the Premises or the Building, and expressly including any trustees, directors,
officers, employees, agents, managers, members and authorized representatives of any of our and such entities
(collectively, "Landlord Entities"), all as additional insureds. Each property insurance policy described above shall
name us as loss payee with respect to any permanently affixed improvements to the Premises. All such policies shall
(i) be issued by insurers licensed to do business in the State of Florida, (ii) be issued by insurers with a current rating
of "A-" "XIII" or better in Best's Insurance Reports, (iii) be primary without right of contribution from any of our
insurance, (iv) be written on an occurrence (and not claims -made) basis, and (v) be unconcealable without at least 30
days' prior written notice to us and any of our mortgagees. Before the Commencement Date (or, if earlier, the date
you first enter into the Premises for any reason), you shall deliver to us certificates of insurance satisfactory to us for
each such policy required above. Within 10 days before any such policy expires, you shall deliver to us a certificate
of renewal evidencing replacement of the policy. The limits of insurance required by this Lease or as otherwise
carried by you shall not limit the liability of you or relieve you of any obligations under this Lease, except to the extent
provided in any waiver of subrogation contained in this Lease. You shall have sole responsibility for payment of all
deductibles.
C.
Notwithstanding anything to the contrary in this Lease, we and you waives all
causes of action against the other and the
waiver) on account o
improvements thereto
peril which is required
of the other party). W
hold any right of subr
you respecting prope
in writing of the waiver.
other's Agents (as to Landlord's waiver) and
r to th
to th xtent such los
ardl of the cause o
nt per
that all policie
and you agree
rights to recovery, claims or
Landlord Entities (as to your
, the Project or any
r damage is caused by a
rigin (including negligence
ed by law, no insurer shall
f insurance maintained by
advise all of your insurers
23. Tenant Indemnification. Except to the extent caused by the gross negligence or willful misconduct of us, you
agree to protect, indemnify, defend and save us and our Landlord Entities, successors, assigns and other affiliated or
related parties ("Related Parties") harmless from and against all liability, obligations, claims, damages, penalties, causes
of action, costs and expenses, including attorneys' fees, imposed upon, incurred by or asserted against us or its Related
Parties by reason of (a) any accident, injury to or death of any person or loss of or damage to any property occurring on or
about the Premises or (b) any failure on your part to perform or comply with any of your agreements contained in this
Lease. You also agree that, in case any action, suit or proceeding is brought against us or any of our Related Parties by
reason of any of the above, you will pay for our defense and the defense of our Related Parties in any such action, suit or
proceeding.
24. Conditions Beyond Our Control. None of the following events, causes and/or occurrences shall entitle you to
terminate this Lease or to assert any claim against us or to any reduction in Rent, nor shall the same constitute
constructive or partial eviction, nor be a default by us under this Lease: (i) any noise, debris disruptions in access or
disturbances caused by traffic or the blockage of traffic, or by construction activities occurring in the vicinity of the
Property, (ii) any interruption or curtailment of any utility or other service to or in the Property or (iii) any evacuation order
that compel residents of the area to leave in anticipation of a storm or other major natural occurrence.
25. No Liability of Landlord.
(I) All property belonging to you, or to any other person, located in or about the Property or the Building
will be at your sole risk or at the risk of such other person, and neither we nor our Landlord Entities will be liable for the
theft or misappropriation thereof or for any damages or injury thereto.
Landlord /Tenant 7
(ii) Neither we nor our Landlord Entities will be liable for, and you have agreed to waive, all claims for any
personal injury or property damage sustained by you, your guests or invitees resulting from causes such as, but not
limited to, damage caused by water, wind, steam, heat or cold, dampness, gas, odors, noise, the backup, bursting or
leaking of pipes, and plumbing, mechanical, electrical or ventilating systems, equipment and fixtures of all kinds, or for any
act, neglect or omission of other tenants or their guests or invitees of the Building or of any other person, except for failure
to make repairs within a reasonable time after we have received notice provided that such repairs are our obligation under
this Lease.
(iii) You agree to protect, indemnify and hold us harmless from all losses, costs or damages sustained by
reason of any act or other occurrence causing injury to any persons or property due directly or indirectly to the use of the
Property or any part thereof by you or your invitees and guests.
(iv) We will not be required to repair or replace any flooring or floor or wall coverings in the Premises during
the Term and we will have no liability for damages to you for the condition thereof. In addition, we will not be liable for any
damage thereto due to any Act of God, rain, wind, fire, water or flood.
(v) We will not be responsible or liable to you for any loss or damage that may be occasioned by or
through the acts or omissions of persons occupying adjoining premises or any part of the premises adjacent to or
connected with the Premises or any part of the Building of which the Premises are a part, or any other area in the
Project, or for any loss or damage sustained by you or your property from bursting, stoppage or leaking of water, gas,
sewer or steam pipes, or (without limiting the foregoing) for any damages or loss of property within the Premises from
any cause whatsoever.
(vi) If we shall fail to perform any covenant, term or condition of this Lease upon our part to be
performed, you shall
recover a money judg
the Building, and out
other disposition of all
sought or obtained by
to de
otice of tr - same. I
nt sha atisfie
able out o
or int: st in e Bu
n y ou Coffer
onsideration re
no acti
ch default, you shall
e and interest of us in
ved by us from the sale or
for any deficiency may be
26. Destruction. - t of da :ge or de .n of the P i by fire or any ot'Rtdr casualty, we will have the
right to decide whether to repair the damage and/or rebuild the Premises or whether to cancel this Lease. If we elect to
cancel this Lease, we will give you thirty (30) days' advance written notice. If we elect to repair and/or rebuild, we will do
so with all reasonable dispatch and a proportionate reduction of the Rent will be allowed for the period in which we do so,
except (i) if you can use and occupy the Premises without substantial inconvenience or (ii) if the repairs are delayed
because of your failure to adjust your own insurance, no reduction will be made beyond a reasonable time allowed for
such adjustment. No penalty will accrue for any delay in rebuilding that may be caused by reason of adjustment of any
insurance, the unavailability of qualified labor, or any other cause beyond our control.
27. Condemnation. If all or any part of the Premises is taken or condemned by, or conveyed in lieu thereof to, any
public authority, we will have the right to terminate this Lease upon written notice to you. In the event we do so, you have
agreed to waive any right to claim an award or compensation against us entirely and against the condemning authority for
anything other than for your relocation expenses, if available.
28. Termination Rights.
(I) We will not terminate this Lease, except for cause (and except for express provisions of this Lease that
give us the right to terminate, such as Sections 8, 27, and 28). Cause will exist if:
(a) You create a disturbance or nuisance that is detrimental to the health, safety and
comfort or peaceful lodging of the neighbors of the Premises;
(b) You are arrested for the commission of a felony or violent crime;
(c) You fail to observe the Rules and Regulations that we establish for the Building or
the Project, as amended from time to time;
Landlord /Tenant 8
(d) You fail to pay any Rent within five (5) days after it becomes due;
(e) You fail to perform any other of your obligations under this Lease within ten (10)
days after notice from us;
(f) You desert, vacate or abandon the Premises for a period of fifteen (15) days or
more, unless your Rent is fully paid for that period;
(g) Your leasehold interest or any of your property in the Premises is executed upon,
attached, or otherwise seized pursuant to due process of law; or
(h) This Lease is passed or permitted to pass by operation of law to any person or
persons other than you.
Each of these events will be deemed an "Event of Default" by you under this Lease.
(ii) Prior to any termination of this Lease by us for any of the causes described in subparagraphs (a) or (c)
above, we will give you notice and you will have 24 hours to correct the cause. Prior to any termination of this Lease by
us for the cause described in subparagraph (b) above, we will give you notice and you will have 10 days to correct the
cause. If the cause is corrected within the time frame applicable to such cause, then this Lease will not be terminated. If
the cause is not corrected within such applicable time frame, this Lease will terminate at the expiration of that time frame
without any further notice from us.
(iii) In the event that you die, this Lease will terminate thirty (30) days thereafter. However, if the Premises
is leased above to more than one person, this Lease will not terminate if the survivor elects to continue the Lease by
written notice to us wit (30) d cont. paying
(iv) Upo
the Premises in accor
removed at that time
29. Remedies.
(i)
Tenant.
If an Event of Default occurs, we will have the following rights:
ptly vacate and surrender
rsonal property that is not
(a) To perform any act or to do anything required under this Lease to be performed by you as the
(b) To (i) terminate this Lease; (ii) enter upon and take possession of the Premises, with or
without terminating the Lease, and expel or remove you and any other person who may be occupying the Premises,
without being liable for prosecution or any claim for damages therefor; (iii) re -lease the Premises at such rental and upon
such terms and concessions as we deem reasonable, to any tenant or tenants that we deem suitable and satisfactory,
and you will be required to pay us, on demand, any deficiency and costs that may arise by reason of such re -leasing for
the then remaining Term of this Lease; provided, that in no event will we be liable in any respect for failure to re -lease the
Premises, or in the event of such re -leasing, for failure to collect the Rent thereunder, and any sums received by us on a
re -leasing in excess of the Rent reserved in this Lease shall belong to us; (iv) declare all the Rent due or to become due
for the entire term remaining, immediately due and payable and accelerate same, so that the full amount of all such Rent
will become immediately due and payable by you to us, and we may collect such sums due under this Lease by distress
or otherwise; (v) elect to terminate your right to possession only, without terminating this Lease or any of your obligations
hereunder; or (vi) take any and all other action and pursue all other rights and remedies provided at law or equity or under
this Lease.
(c) To retain all advance Rent and the Security Deposit as liquidated damages, or, at our option,
to apply the same to such actual damages that we sustain.
Landlord /Tenant 9
(ii) In addition, we will have a statutory and contractual lien for rent upon all property brought by you to the
Premises, and you will be obligated and liable to reimburse us for all court costs and reasonable attorneys fees and
appellate attomey's fee, incurred by us in the enforcement of this Lease, whether suit is brought or not.
(iii) If this Lease is terminated as provided in this Section 30, or by summary proceedings or otherwise,
and whether or not the Premises is re -leased by us, you will be obligated to pay the Rent and to reimburse us for all
expenses, costs and charges for repairs that in our opinion are needed in order to re -lease the Premises.
(iv) All of our rights will be cumulative, and the exercise of any right will not operate as a waiver or an
exclusion of any other rights afforded to us under this Lease or under the laws of the State of Florida.
30. Waiver of Counterclaims and Trial by Jury. Each of us (Landlord and Tenant) agree to waive all right to 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, your use of
or occupancy of the Premises, and any emergency statutory or any other statutory remedy. You agree not to interpose
any counterclaim or counterclaims or claims for set-off, recoupment or deduction of rent in a summary proceeding for
nonpayment of rent or other action or summary proceeding based on termination, holdover or other default in which we
may seek repossession of the Premises from you, unless the failure to raise the same would constitute a waiver thereof.
31. Attorney's Fees. In case suit shall be brought for recovery of possession of the Premises, for the recovery of
Rent or any other amount due under the provisions of this Lease, or because of the breach of any other covenant herein
contained on your part to be kept and performed, and a breach of the Lease by you is established, you agree to pay or
reimburse us for all expenses incurred therefor, including reasonable attorneys' fees and disbursements, including those
incurred in all trial and appellate levels, as well as those incurred in any bankruptcy proceedings. Furthermore, in the
event of any other action or proceeding is brought by either party against the other under this Lease, the prevailing party
shall be entitled to recover all costs and expenses including its attorneys' fees in such action or proceeding in such
amount as the court easprevaili arty shourt based upon an
assessment of which y's ma arg or po . taken the proceeding ould fairly be said to have
prevailed over the othsitio . :jor di -. es in the ourt's decision. If the party
which shall have co tion, - cee. . - .ismiss discontinue it without the
concurrence of the oth .arty, su oth; party s be . -. ' rev ing party.
32. Surrender. Upon the expiration or earlier termination of this Lease, or on the date specified in any demand for
possession by us after an Event of Default by you, you agree to surrender possession of the Premises to us, in broom
clean appearance, ordinary wear and tear excepted, with all lighting, doors (including, without limitation, all loading dock
doors, dock levelers, and related dock systems and areas) electrical and mechanical systems in good working order and
condition, all walls in clean condition and holes or punctures in the walls repaired, and otherwise in the same condition as
when you first occupied the Premises and all telecommunications, data, utility or other wires, cables or other equipment or
facilities in the Premises installed by you or for use by you will be removed by you. You also agree to remove, at or prior
to the expiration or earlier termination of the Lease, all of your equipment, apparatus, machinery, signs, furniture,
furnishings, wires, cables or other telecommunications, data or utility equipment or facilities, and other personal property
used in the operation of your business (as distinguished from the use and operation of the Premises) and repair any
damage caused by such removal. We shall not be liable or responsible for storage or disposition of such personal
property. You hereby waive any right to notice under Chapter 715 of the Florida Statutes, including but not limited to
Sections 715.104 and 715.105, and any right to reclaim any of your personal property. Upon our request, you shall
execute a Bill of Sale transferring such personal property to us, which Bill of Sale shall provide that (a) you are the
lawful owner of the personal property; (b) you have paid any and all personal property taxes on the personal property;
(c) the personal property is not subject to any liens or other encumbrances; and (d) the personal property is in good
working order and condition.
33. Holding Over. If you hold over after the expiration of the Lease, without the written agreement of us providing
otherwise, you will be deemed a trespasser upon the Premises, without permission from us. In that event, the holdover
will be at a rental, payable in advance, equal to two hundred percent (200%) of the Basic Monthly Rent and Additional
Monthly Rent payable under this Lease immediately prior to the holdover, and you will also be bound by all of the other
terms, covenants and agreements of this Lease. Nothing contained herein should be construed as giving you any right to
hold over at any time, and in the event you holdover, we may exercise any and all remedies at law or in equity to recover
possession of the Premises, as well as any damages that we may incur because of your failure to vacate the Premises
and deliver possession to us when required under this Lease.
Landlord /Tenant 1 0
34. Repayment of Lease Inducements. If this Lease provides for the postponement of or an abatement of any
portion of the Rent for any period, the amount of such Rent to be abated is referred to herein as the "Abated Rent". If this
Lease provides for us to construct or pay for any improvements to the Premises in consideration of your execution of this
Lease, and for the cost thereof to be amortized and repaid by you to us as additional Rent under this Lease, the cost of
those improvements is referred to herein as the "Advanced Tenant Improvement Costs." Notwithstanding the above, you
will have earned the right to the benefit of such Abated Rent and/or Advanced Tenant Improvement Costs only upon the
fulfillment of the entire Term of this Lease, and then, only if you have fully, faithfully and punctually performed all of your
obligations under this Lease, including the payment and performance of all of your obligations hereunder, and the timely
surrender of the Premises in the condition required under this Lease. Accordingly, if an Event of Default occurs under this
Lease, then the full amount of the Abated Rent and the portion of the Advanced Tenant Improvement Costs that is not yet
amortized as of the date of such Event of Default shall become immediately due and payable in full by you to us, and this
Lease may be enforced by us as if there had been no such Abated Rent and/or Advanced Tenant Improvement Costs in
connection with this Lease.
35. Waiver; Election of Remedies. One or more waivers of any covenant or condition by us shall not be construed
as a waiver of a subsequent breach of the same covenant or condition, and the consent or approval by us to or of any act
by you requiring our consent or approval shall not be deemed to render unnecessary our consent or approval to or of any
subsequent similar act by you. Whenever you claim under any provision of this Lease requiring us not to unreasonably
withhold our consent or approval that we have unreasonably withheld our consent or approval, you will have no claim for
damages by reason of such alleged withholding, and your sole remedy therefor shall be declaratory or injunctive relief, but
in any event without the recovery of damages. The failure to insist upon a strict performance of any term, condition or
covenant contained in this Lease will not be deemed a waiver of any rights or remedies that we may have and shall not be
deemed a waiver of any subsequent breach or default in the terms, conditions or covenants herein contained, and any
such failure shall not be construed as creating a custom of our accepting other than strict performance or as modifying in
any way the terms, covenants or conditions of this Lease. No breach by you of a covenant or condition of this Lease will
be deemed to have been waived by us, unless that waiver is in a writing signed by us. No act or thing done by us or our
Landlord Entities shall -d an of surr- •r of th ent to accept such
surrender shall be vali. nless in ing !ned by Our r nd re ies underthis L e will be cumulative and in
addition to any and all er rights . . r: - : e ha here i e or at 1 or equity.
36. Subordinatio This Le. is eby e ssly ..e su: t a'subordinate to mortgages which may now
constitute or hereafter pon e Buildi .r e Project d any renewals, difications, consolidations,
replacements and extensions thereof. You have agreed that this subordination is and shall remain self -operative
throughout the term, without the execution of any instruments by you other than this Lease. However, you also agree that
at our request, you will sign whatever documents may be necessary or appropriate to confirm and establish this Lease as
subordinate to any mortgage (including, without limitation, such mortgagee's form of subordination, non -disturbance and
attornment agreement). If any mortgagee or purchaser at foreclosure thereof, succeeds to our interest in the Building or
the Project, such person shall not be (i) liable for any act or omission of ours under this Lease; (ii) liable for the
performance of our covenants hereunder which arise prior to such person succeeding to our interest hereunder; (iii)
bound by the payment of any Rent which you may have paid more than one month in advance; (iv) liable for any security
deposit which was not delivered to that person; or (v) bound by any modifications to this Lease to which such mortgagee
has not consented in writing.
37. Non -Waiver. Your liability to pay Rent, perform the terms, covenants, agreements, conditions and promises
contained in this Lease, and discharge any duty imposed by law will not be waived, released or terminated by the service
of any statutory notice or other notice or demand upon you by us or by the institution and/or prosecution of legal
proceedings against you. The acceptance of Rent by us after an Event of Default by you will not constitute a waiver by us
of any term, condition, covenant, promise or agreement contained in this Lease, nor will it constitute a waiver of insistence
upon the performance of any duty imposed on you by law. No waiver of any default by you with respect to this Lease will
be construed as a continuing waiver.
38. Right to Repair. If, in our reasonable judgement, we deem any repairs or replacements, which are a result of
your neglect or damage, necessary to keep the Premises in good working order and condition, we may demand that you
make the same and if you refuse or neglect to commence such repairs or replacements promptly and to complete them
with reasonable dispatch, we may, at our option (but without obligation), make or cause to be made such repairs or
replacements to be made, and we will not be responsible to you for any loss or damage arising as a result thereof. In the
event we make or cause to be made such repairs or replacements, for your account, the entire cost thereof shall be
Landlord /Tenant 11
payable by you to us, on demand, together with interest at the maximum rate provided by Florida law for the period
commencing on the date we notify you of such expenditure by us and concluding on the date of such reimbursement.
39. Accord and Satisfaction. No payment by you or receipt by us 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 on any check or any letter accompanying any check or payment as Rent be deemed an accord and
satisfaction, and we will accept such check or payment without prejudice to our right to recover the balance of such Rent
or to pursue any other remedy provided in this Lease and as though that endorsement or statement had never been
made.
40. Interest on Past Due Obligations. Any amount due from you to us hereunder that is not paid when due shall
bear interest at the highest legal rate on the date due until paid, but the payment of such interest shall not excuse or cure
any Event of Default by you under this Lease.
41. Transfer of the Project or the Building By Us. In the event that our interest or estate in the Project or the Building
terminates by operation of law, or by sale, lease or by other transfer of the Project or the Building that contains the
Premises or by execution of foreclosure sale or for any other reason, then and in any such event and upon notice to you,
we will be released and relieved from all liability and responsibility as to obligations to be performed by us hereunder or
otherwise; and in such event, our successor will become liable and responsible to you in respect to all such obligations of
us under this Lease.
42. Notices. All notices, approvals and demands that either party hereto desires or is required to give the other shall
be in writing and delivered by personal delivery or by certified mail, registered mail or by a nationally recognized overnight
courier service (e.g. FedEx) at the addresses indicated in Section 1 above. Either party may change its address from time
to time by giving notice to the other. Any notice to you during the Term of this Lease will also be effective if delivered to or
affixed to the Premises re.ardless of whether or not you are then in occupancy or are present at the Premises at that
time.
43. Your Assum
of yours and your Age
indemnify us against,
result of any act or o ou oiUour emp
subtenants, licensees, representatives, customers,
invitees (collectively "Agents").
44. Miscellaneous Provisions.
and ha
Further, you wil
d on or about
ty for the acts or omissions
old us harmless from, and
Building or Project as the
agents, tutors, servants, •itors, suppliers, shippers,
officers, members, directors, shareholders, partners and/or
(I) Entire Agreement; Severability: This Lease contains the entire agreement between the parties, and
any agreement hereafter made to amend or modify this Lease shall be ineffective and invalid unless the same is in writing
and executed by both parties. No agreement to accept a surrender of the Premises will be valid unless that acceptance is
agreed to in writing by us. The invalidity of any provision of this Lease, as determined by a court of competent
jurisdiction, shall not affect the validity of any other provision of this Lease.
(ii) Recordation: This Lease or any memorandum hereof will not be recorded without the express prior
written consent of us.
(iii) Modifications: No alteration, amendment, change or addition to this Lease shall be binding upon either
party hereto unless and until reduced to writing and signed by both parties, and no approvals consents or waivers by us
under this Lease will be valid unless and until reduced to writing and signed by us.
(iv) Time of the Essence: Time will be of the essence of this Lease.
(v) Successors: This Lease will be binding upon and shall inure to the benefit of us and you and their
respective heirs, successors and permitted assigns.
(vi) Counterparts: It is understood and agreed that this Lease may be executed in several counterparts,
each of which, for all purposes, shall be deemed to constitute an original, and all of which counterparts, when taken
Landlord /Tenant 12
together, will be deemed to constitute one and the same agreement, even though both of the parties hereto shall not have
executed the same counterpart.
(vii) Choice of Law. This Lease shall be governed by the laws of the State in which the Premises are
located. Any litigation between the parties to this Lease concerning this Lease shall be initiated in the county in which
the Premises are located.
(viii) OFAC Compliance/Patriot Act. You represent and warrants that (a) neither you nor any person or
entity that directly or indirectly owns an interest in it nor any of its officers, directors, or managing members is a
person or entity (each, a "Prohibited Person") with whom U.S. persons or entities are restricted from doing business
under regulations of the Office of Foreign Asset Control ("OFAC") of the Department of the Treasury (including those
named on OFAC's Specially Designated and Blocked Persons List) or under any statute, executive order (including
Executive Order 13224 (the "Executive Order") signed on September 24, 2001 and entitled "Blocking Property and
Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism"), or other
governmental action, (b) your activities do not violate the International Money Laundering Abatement and Financial
Anti -Terrorism Act of 2001 or the regulations or orders promulgated thereunder (as amended from time to time, the
"Money Laundering Act") (i.e., Title III of the Uniting and Strengthening America by Providing Appropriate Tools
Required to Intercept and Obstruct Terrorism Act of 2001 (the "Patriot Act"), and (c) throughout the Term of this
Lease you shall comply with the Executive Order, the Money Laundering Act, and the Patriot Act.
(ix) Broker's Fees. You represent and warrants that it has dealt with no broker, agent or other person
in connection with this transaction, other than as named in Section 1, and that no broker, agent or other person
brought about this transaction other than named Broker(s), and you shall indemnify and hold harmless Landlord
arising out of or involving any broker, agent or other person claiming a commission or other form of compensation by
virtue of having dealt with you with regard to this transaction.
(x) Qui
of the provisions of t
Premises for the entir
e performance of all
e quiet possession of the
(xi) Aut ity. E, per n signi .n alf of .r warrants and resents that she or he is
authorized to execute this :se and it a bind o ation of us or y respectively.
45. Radon Gas. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in
sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that
exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon
and radon testing may be obtained from your county health department.
Landlord /Tenant 13
IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the day and year first above written.
WITNESSES
LANDLORD
Sign KEI 3567 NW 33 WRHS, LLC
Print
Sign
Print
WITNESSES
Sign
Print
Sig n
Print
By:
Rebecca Omeara — Property Manager
TENANT
The City of Miami, a Florida Municipality
Date:
Landlord /Tenant 14
Exhibit A
RULES AND REGULATIONS
A. General Rules and Regulations. The following rules and regulations govern the use of the
Premises, Building and Common Facilities. Tenant will be bound by such rules and regulations and agrees to cause
Tenants Agents ("Tenant Entities") to observe the same.
1. Except as specifically provided in this Lease to which these Rules and Regulations are attached,
no sign, placard, picture, advertisement, name or notice may be installed or displayed on any part of the outside or
inside of the Building without the prior consent of Landlord. Landlord will have the right to remove, at Tenant's
expense and without notice, any sign installed or displayed in violation of this rule. Absolutely no paper or cardboard
signs shall be permitted, even if such signs are posted only on a temporary basis. All permitted signs are to be in
conformance with the Sign Criteria for the Project.
2. If Landlord objects in writing to any curtains, blinds, shades, screens or hanging plants or other
similar objects attached to or used in connection with any window or door of the Premises, or placed on any
windowsill, which is visible from the exterior of the Premises, Tenant will immediately discontinue such use. Tenant
shall not place anything against or near glass partitions or doors or windows which may appear unsightly from outside
the Premises.
3. Tenant will not obstruct any sidewalks, passages, exits or entrances of the Building or Project.
Landlord will in all cases retain the right to control and prevent access to the Common Facilities of all persons whose
presence in the judgment of Landlord would be prejudicial to the safety, character, reputation and interest of the
Project or its tenants, provided that nothing contained in this Lease will be construed to unreasonably prevent such
access to persons wit. .. a any ten
are engaged in illegal
4. Lan
and wares in all port
Facilities of the Proje. invi = of t; ants pr
and beverage vendor•. _--stricti. may inc
tenant's premises for such purposes.
I deals in .- ordinary rnif its h�'unless such persons
rvices
mitations
les and
estrict and regu
is on a periodic
tires, place, manne
splays of products, goods
e the use of the Common
daily basis including food
nd duration of access to a
5. Landlord reserves the right to prevent access to the Building or Project in case of invasion, mob,
riot, public excitement or other commotion.
6. If Tenant requires telegraphic, telephonic, burglar alarm, satellite dishes, antennae or similar
services, it will first obtain Landlord's approval, and comply with Landlord's reasonable rules and requirements
applicable to such services, which may include separate licensing by, and fees paid to, Landlord.
7. No deliveries will be made which impede or interfere with other tenants or the operation of the
Building or Project.
8. Except as expressly agreed in writing by Landlord, Tenant will not use or keep in the Premises any
kerosene, gasoline or inflammable or combustible fluid or material other than those limited quantities necessary for
the operation or maintenance of business equipment. Tenant will not use or permit to be used in the Premises any
foul or noxious gas or substance, or permit or allow the Premises to be occupied or used in a manner offensive or
objectionable to Landlord or other occupants of the Building by reason of noise, odors or vibrations, nor will Tenant
bring into or keep in or about the Premises any birds or animals.
9. Landlord reserves the right, exercisable without notice and without liability to Tenant, to change the
name and street address of the Building. Without the consent of Landlord, Tenant will not use the name of the
Building or the Project in connection with or in promoting or advertising the business of Tenant except as Tenant's
address.
Landlord Tenant 1
10. Tenant will not make any building -to -building solicitation of business from other tenants in the
Project. Tenant will not use the Premises for any business or activity other than that specifically provided for in this
Lease. Canvassing, soliciting and distribution of handbills or any other written material, and peddling in the Project
are prohibited, and Tenant will cooperate with Landlord to prevent such activities.
11. Except for the ordinary hanging of pictures and wall decorations and except for improvements
approved by Landlord in writing, Tenant will not mark, drive nails, screw or drill into the partitions, woodwork or
plaster or in any way deface the Premises or any part of the Premises, except in accordance with the provisions of
this Lease pertaining to alterations. Tenant will not affix any floor covering to the floor of the Premises in any manner
except as approved by Landlord. Tenant shall repair any damage resulting from noncompliance with this rule.
12. Landlord reserves the right to exclude or expel from the Project any person who, in Landlord's
judgment, is intoxicated or under the influence of liquor or drugs or who is in violation of any of these Rules and
Regulations.
13. Tenant will store all of its trash and garbage within its Premises or in other facilities approved by
Landlord. Tenant will not place in any trash box or receptacle any material which cannot be disposed of in the
ordinary and customary manner of trash and garbage disposal. All garbage and refuse disposal is to be made in
accordance with directions issued from time to time by Landlord.
14. The Premises will not be used for lodging nor shall the Premises be used for any improper, immoral
or objectionable purpose.
15. Tenant shall comply with all safety, fire protection and evacuation procedures and regulations
established by Landlord or any governmental agency.
16. Ten
pilferage, which includ sed.
17. Ten
Premises as Landlord
mination and
asonably requi
theft, robbery and
trol contractor(s) for the
18. To the extent Landlord reasonably deems it necessary to exercise exclusive control over any
portions of the Common Facilities for the mutual benefit of the tenants in the Project, Landlord may do so subject to
reasonable, non-discriminatory additional rules and regulations.
19. Tenant's requirements will be attended to only upon appropriate application to Landlord's property
manager for the Project.
20. Tenant shall not store foods, pallets, drums or any other materials outside the Premises or in the
Common Facilities.
21. These Rules and Regulations are in addition to, and will not be construed to in any way modify or
amend, in whole or in part, the provisions of this Lease. Landlord may waive any one or more of these Rules and
Regulations for the benefit of Tenant or any other tenant, but no such waiver by Landlord will be construed as a
waiver of such Rules and Regulations in favor of Tenant or any other tenant, nor prevent Landlord from thereafter
enforcing any such Rules and Regulations against any or all of the tenants of the Project.
22. Tenant will not install any guard shack(s), portable restroom facilities, or similar structure(s) on the
Premises.
23. Landlord reserves the right to make such other Rules and Regulations as in its judgment, may from
time to time be needed for safety and security, for care and cleanliness of the Project and for the preservation of good
order. Tenant shall abide by all the Rules and Regulations stated in this Exhibit and any additional rules and
regulations which are adopted. Tenant is responsible for the observance of all of the foregoing Rules and
Regulations by Tenant and Tenant Entities.
Landlord Tenant 2
B. Parking Rules and Regulations. The following rules and regulations govern the use of the parking
areas which serve the Project. Tenant will be bound by such rules and regulations and agrees to cause Tenant
Entities to observe the same.
1. Tenant will not permit or allow any vehicles that belong to or are controlled by Tenant or Tenant
Entities to be loaded, unloaded or parked in areas other than those designated by Landlord for such activities. No
vehicles are to be left in the parking areas overnight and no vehicles are to be parked in the parking areas other than
normally sized passenger automobiles, motorcycles and pick-up trucks. No extended term storage of vehicles is
permitted.
2. Vehicles must be parked entirely within painted stall lines of a single parking stall.
3. All directional signs and arrows must be observed.
4. The speed limit within all parking areas shall be five (5) miles per hour.
5. Parking is prohibited:
in areas not striped for parking;
in aisles or on ramps;
where "no parking" signs are posted;
in cross -hatched areas; and
6. Tru. .and trail - s - _ ed onl . .. ete he front s of any trailers stored on
asphalt shall be plac: only up a. opriat ppo tw the trailer leg nd the asphalt, so as to
protect the asphalt fro
7. Tenant shall not materially or adversely interfere with the other tenants' use of the dock loading
areas, Common Facilities or driveways in the Project.
8. Landlord reserves the right, without cost or liability to Landlord, to tow any vehicle if such vehicle's
audio theft alarm system remains engaged for an unreasonable amount of time.
9. Tenant shall not service, maintain or repair vehicles on the Premises, in the Building, or in the
Common Facilities. Washing, waxing, or cleaning of any vehicle in any area is prohibited.
10. Landlord may refuse to permit any person to park in the parking areas who violates these Rules
and Regulations with unreasonable frequency, and any violation of these Rules and Regulations shall subject the
violator's car to removal, at such car owner's expense. Tenant shall use its best efforts to acquaint Tenant Entities
with these Rules and Regulations.
11. Landlord reserves the right, without cost or liability to Landlord, to tow any vehicles which are used
or parked in violation of these Rules and Regulations.
12. Landlord reserves the right from time to time to modify and/or adopt such other reasonable and
non-discriminatory rules and regulations for the parking areas as it deems necessary for the operation of the parking
areas.
13. Landlord shall not be liable for, and Tenant shall not assert and waives any claim for (a) any loss of
personal property left in vehicles or left in the parking areas, and (b) loss or damage to vehicles. Landlord shall not
be liable for the acts and omissions of Landlord's contractors, invitees or other tenants.
Landlord Tenant 3
14. Tenant shall not service, maintain, or repair vehicles on the Premises, in the Building, or in the
Common Facilities.
Exhibit B
HVAC MAINTENANCE
Tenant agrees to enter into and maintain through the term of the Lease, a regularly scheduled preventative
maintenance/service contract for servicing all hot water, heating and air conditioning systems and equipment within
the Premises. Landlord requires a qualified HVAC contractor perform this work. A certificate must be provided to the
Landlord upon occupancy of the Premises.
The service contract must become effective within thirty (30) days of occupancy, and service visits shall be
performed on a quarterly basis. Landlord requires that Tenant send the following list to a qualified HVAC contractor
to be assured that these items are included in the maintenance contract:
1. Adjust belt tension;
2. Lubricate all moving parts, as necessary;
3. Inspect and adjust all temperature and safety controls;
4. Check refrigeration system for leaks and operation;
5. Check refrigeration system for moisture;
6. Inspect compressor oil level and crank case heaters;
7. Check head pressure, suction pressure and oil pressure;
8. ---ctairf - - ----.lacewh-- necess
9. Che. .pa
10.
11.
12.
13. :chi through . e cycle.
Landlord Tenant 4