Kansas-Witchita-125 N. Market Indenture - Research Boulevard Partnership and R. E. Stafford Inc, d/b/a Colo Solutions
This Indenture, dated May 22, 2001.
WITNESSETH: That Research Boulevard Partnership, (the Landlord), hereby
leases unto R. E. Stafford, Inc, d.b.a. Colo Solutions having its principal place
of business at P0 Box 411570, Melbourne, Florida 32941-1570__ (the Tenant) and the
Tenant accepts from Landlord the leased premises (125 N. MARKET, Suite 210, WICHITA
KANSAS 67202) containing approximately 1,224 rentable square feet as defined by
BOMA standards outlined on the floorplan(s) attached hereto as Exhibit A, (the Premises),
in the building known as The KSB Building located at 123-125 North Market, Wichita
Kansas, 67201 (the Building) (said Building, together with the land on which it
is located and all other improvements thereon being called the Property), for the
term, the rent, and subject to the conditions and covenants hereinafter provided.
The term of this lease shall commence on June 8, 2001, and shall end on
June 7, 2005 or 48 months from the date possession is tendered to Tenant, unless
sooner terminated as provided herein, to be occupied and used by the Tenant for
general offices and for no other purposes whatsoever. No easement for light or air
is included in the Premises.
In consideration thereof, the parties covenant and agree as follows:
1. RENT
(a) Tenant shall pay to the Landlord as Base Rent, in legal tender at
the Landlord's Agent's office of KEY MANAGEMENT COMPANY, 125 N. MARKET, SUITE 1510,
WICHITA, KANSAS 67202, or as directed from time to time by Landlord's notice the
annual sum of SEVENTEEN THOUSAND ONE HUNDRED THIRTY SIX DOLLARS AND NO/100 ($17,136.00),
payable in equal monthly payments of ONE THOUSAND FOUR HUNDRED TWENTY EIGHT DOLLARS
AND NO/100 ($1,428.00) in advance promptly on the first day of every calendar month
of the term, except for the first month's rent which is due and payable on execution,
and prorata, in advance, for any partial month, without demand, the same being hereby
waived and without any set-off or deduction whatsoever. Interest at the per annum
rate of 10% will be charged retroactive to the first day of the month for rents
not paid by the tenth (10th) of the calendar month. No payment by Tenant or receipt
by Landlord of a lesser amount than the monthly installments of Rent (herein defined)
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 Landlord
may accept such check for payment without prejudice to Landlord's right to recover
the balance of such Rent or to pursue any other rent provided in this lease.
(b) The annual Base Rent payable pursuant to Paragraph (a) shall be increased
by Taxes and Operating Expenses in excess of the Fixed Amount as defined in Paragraph
1(c). The Base Rent, as so increased, together with any and all other charges due
Landlord from Tenant pursuant to the terms of this Lease, is hereinafter called
the "Rent". Certain terms are defined as follows:
Tenant's Share: The amount of Tenant's prorata share of the increase in
Taxes and Operating Expenses in excess of the fixed amount during each calendar
year. Tenant's prorata share of such increase is agreed to be .39% (rentable area
leased/total building rentable area).
Taxes: (i) All real estate taxes, including State equalization factor
if any, payable (adjusted after protest or litigation, if any) for any part of the
term of this Lease, exclusive of penalties or discounts, on the Property, (ii) any
taxes which shall be levied in lieu of any such taxes on the gross rentals of the
Property, (iii) any special assessments against the Property which shall be required
to be paid during the calendar year in respect to which taxes are being determined
(including Benefit District Assessments) and (iv) the expense (including attorney
fees) of contesting the amount or validity of any such taxes, charges or assessments,
such expense to be applicable to the period of the item contested. Landlord shall
have no obligation to contest, object or litigate the levying or imposition of any
Taxes and may settle, compromise, consent to, waive or otherwise determine in its
discretion any Taxes without consent or approval of Tenant.
Operating Expenses: Those expenses incurred or paid on behalf of the Landlord
in respect to the operation, maintenance, repair and management of the Property
which, include, but are not limited to property insurance premiums, replacement
and or repair of HVAC equipment, electrical repairs and supplies, plumbing repairs
and supplies, building equipment maintenance and repairs, landscaping maintenance,
maintenance and repairs to walks and parking areas (including sealcoating and asphalt
overlay), electricity, gas, sewer, water, and any other utilities furnished to the
Premises and the common areas, five (5) days per week janitorial service for the
Premises and common areas, janitorial supplies, management services, roof repairs,
elevator maintenance, interior common area and exterior painting, trash removal,
maintenance and replacement of floor coverings in common areas, pest control, lamp
replacement in the common areas and the Premises, window washing, and any other
property maintenance and operation expenses which may be required from time to time
in maintaining the Property in a prudent manner, and the cost, as reasonably amortized
by the Landlord, with interest at the rate of 10% per annum on the unamortized amount,
of any capital improvement made after completion of initial construction of the
Building which reduces other Operating Expenses, but in an amount not to exceed
such reduction for the relevant year. If Landlord makes any capital improvement
during the term of this lease in order to comply with safety or any other requirements
of any federal, state or local law or government regulation, then the Tenant's Share
of the reasonable annual amortization of the cost of such improvement, with interest
at the highest rate permitted by applicable law, shall be deemed an Operating Expense
in each of the calendar years during which such amortization occurs, and the Tenant
shall be responsible for Tenant's Share of any such charges. Operating Expenses
shall not include franchise or income taxes imposed on the Landlord, except to the
extent hereinbefore provided, nor the cost to the Landlord of any work or service
performed in any instance for any tenant (including the Tenant) at the cost of such
tenant.
(c) In order to provide for current payments on account of increases in
the Taxes and Operating Expenses in excess of 2001 base year Taxes and Operating
Expenses (said sum being defined as the "Fixed Amount") the Tenant agrees at Landlord's
request, to pay, as additional rent, Tenant's Share due for each calendar year after
the base year, as estimated by Landlord from time to time, in twelve (12) monthly
installments, during the calendar year, each in an amount equal to 1/12th of Tenant's
Share so estimated by Landlord. The monthly estimated payments shall commence and
any adjustment amount for the estimated payments in the current calendar year shall
be due or credited, if applicable, on the first day of the month following the month
in which Landlord notifies Tenant of the amount of such estimated Tenant's Share.
If, as finally determined, Tenant's Share shall be greater than or be less than
the aggregate of all installments so paid on account to the Landlord for such calendar
year, then Tenant shall pay to Landlord the amount of such underpayment, or the
Landlord shall credit Tenant for the amount of such overpayment to Tenant's future
payments of Taxes and Operating Expenses, as the case may be. It is the intention
hereunder to estimate the amount of Taxes and Operating Expenses for each calendar
year and then to adjust such estimate in the following year based on actual Taxes
and Operating Expenses incurred and/or paid by Landlord. The obligation of the Tenant
with respect to the payment of Rent shall survive the termination of this Lease.
Any payment, refund, or credit made pursuant to this paragraph (c) shall be made
without prejudice to any right of the Tenant to dispute, or of the Landlord to correct,
any item(s) as billed pursuant to the provisions hereof.
(d) Upon receipt of the Landlord's statement, Tenant does hereby covenant
and agree promptly to pay the increases in Rent pursuant to Paragraph (c) of this
Section as and when the same shall become due and payable, without further demand
therefor, and without any set-off or deduction whatsoever. Failure to give such
statement shall not constitute a waiver by Landlord of its right to require an increase
in Rent nor shall such failure deprive Tenant of a decrease in Rent, as the case
may be.
(e) Within thirty (30) days after receipt of such statement, Tenant or
its authorized employee shall have the right to inspect the books of Landlord during
the business hours of Landlord at Landlord's office in the Building or, at Landlord's
option, at such other location that Landlord may specific, for the purpose of verifying
information in such statement. Unless Tenant asserts specific error(s) within thirty
(30) days after delivery of such statement, the statement shall be deemed to be
correct.
(f) No decrease in Taxes and/or Operating Expenses shall reduce Tenant's
Rent below the annual Base Rent set forth in Paragraph (a) of this Section.
(g) All costs and expenses which Tenant assumes or agrees to pay to Landlord
pursuant to this lease shall be deemed additional rent and, in the event of non-payment
thereof, Landlord shall have all the rights and remedies herein provided for in
case of non-payment of Rent.
2. SERVICES
The Landlord shall provide, at Landlord's expense, except as otherwise
provided, the following services:
(a) Air conditioning and heat for normal general office purposes only,
to provide in Landlord's judgment comfortable occupancy Monday through Friday from
7:00 a.m. to 7:00 p.m., and Saturday from 8:00 a.m. to 1:00 p.m., Sundays and holidays
excepted. Tenant agrees not to use any apparatus or device, in or upon or about
the Premises which in any way may increase the amount of such services usually furnished
or supplied to said Premises, and Tenant further agrees not to connect any apparatus
or device with the conduits or pipes, or other means by which such services are
supplied, for the purpose of using additional or unusual amounts of such services,
without written consent of Landlord. Should Tenant use such services under this
provision to excess or requests the use of these services at other than operating
hours listed above, Landlord reserves the right to charge for such services. The
charge shall be payable as additional rent. Should Tenant refuse to make payment
upon demand of Landlord of such charges, such refusal shall constitute a breach
of the obligation to pay rent under this lease and shall entitle Landlord to the
rights hereinafter granted for such breach. Tenant will install a separate electric
sub-meter for the demised space which shall cover all consumption of electricity
on the demised premises. Tenant will pay for electricity usage based on the monthly
sub-meter readings at the then current rates as invoiced. Tenant is hereby authorized
to augment existing electrical, air conditioning and fire suppression systems as
set forth in paragraph 11.(o). All future changes must be presented to Landlord
in writing prior to any changes made.
(b) Electric power for lighting and operation of office machines, air
conditioning and heating as may be required for comfortable occupancy of the Premises
between Monday and Friday from 7:00 am. to 7:00 p.m. and Saturdays from 8:00 a.m.
to 1:00 p.m., Sundays and holidays excepted. Electric power furnished by the Landlord
is intended to be that consumed in normal office use for lighting, heating, ventilating,
air conditioning and small office machines. Landlord shall read the tenants sub-meter
monthly, and invoice the tenant for the electricity used at the then prevailing
electric utility rates. If the Tenant refuses to pay upon demand of Landlord such
charges, such refusal shall constitute a breach of the obligation to pay Rent under
this lease and shall entitle Landlord to the rights hereinafter granted for each
breach.
(c) Water for drinking, lavatory and toilet purposes from the regular
Building supply (at the prevailing temperature) through fixtures installed by Landlord,
(or by Tenant with Landlord's written consent).
(d) Public restroom supplies, public area lamp replacement, window washing
with reasonable frequency, and janitor services to the Premises during the times
and in the manner that such janitor services are customarily furnished (not more
than 5 times per week) in general office buildings in the area.
(e) A total of 0 parking stalls will be provided subject to availability,
in the parking garage adjacent to the Building on an assigned basis at market price.
(f) Landlord agrees to maintain the exterior and interior of the Premises
to include lawn and shrub care, if applicable, snow removal, maintenance of the
structure, roof, mechanical and electrical equipment, interior finishes, and so
on, excluding only those items specifically excepted elsewhere in this lease and
special interior improvements unique to Tenants Premises.
(g) Landlord may close the Building at 7:00 p.m. Monday through Friday,
1:00 p.m. on Saturday and all day Sunday and holidays, or at such other hours as
Landlord may from time to time reasonably determine; after which hour admittance
may be gained only under such regulations as may from time to time be prescribed
by Landlord. Notwithstanding the above, tenant and its customers shall have access
to their space 24x7x365.
(h) All building standard lamp replacement within the Tenant's demised
areas shall be replaced by the Landlord.
Should Tenant require any additional work or service, including but not
limited to the work or service described above, including service furnished outside
the stipulated hours, Landlord may, on terms to be agreed, upon reasonable advance
notice by Tenant, furnish such additional service and Tenant agrees to pay the Landlord
such charges as may be agreed on, but in no event at a charge less than Landlord's
actual cost plus overhead for the work or services provided, it being agreed that
the cost to the Landlord of such additional services shall be excluded from Operating
Expense.
It is understood that Landlord does not warrant that any of the services
referred to above, or any other services which Landlord may supply, will be free
from interruption. Tenant acknowledges that any one or more such services may be
suspended by reason of accident or of repairs, alterations or improvements to be
made, or by strikes or lockouts, or by reason of operation of law, or causes beyond
the reasonable control of Landlord. Any such interruption or discontinuance of service
shall never be deemed an eviction or disturbance of Tenant's use and possession
of the Premises, or any part thereof, or render Landlord liable to Tenant for damages
by abatement of rent or otherwise, or relieve Tenant from performance of Tenant's
obligations under this lease.
3. QUIET ENJOYMENT
So long as the Tenant shall observe and perform the covenants and agreements
binding on it hereunder, the Tenant shall at all times during the term herein granted
peacefully and quietly have and enjoy possession of the Premises without any encumbrances
or hindrance by, from or through the Landlord.
4. CERTAIN RIGHTS RESERVED TO THE LANDLORD
The Landlord reserves the following rights:
(a) To name the Building and to change the name or street address of the
Building.
(b) To install and maintain a sign or signs on the exterior or interior
of the Building.
(c) To designate all sources furnishing sign painting and lettering, drinking
water, towels, toilet supplies, shoe shining, vending machines, mobile vending service,
catering, and like services used on the Premises or in the Building.
(d) During the last ninety (90) days of the term, if during or prior to
that time the Tenant vacates the Premises, to decorate, remodel, repair, alter or
otherwise prepare the Premises for reoccupancy, without affecting Tenant's obligation
to pay rental for the Premises.
(e) To have pass keys to the Premises and the right of entry by Landlord,
Landlord's mortgagees, its agents or designees.
(f) On reasonable prior notice to the Tenant, to exhibit the Premises
to prospective tenants during the last twelve (12) months of the term, and to any
prospective purchaser, mortgagee, or assignee of any mortgage on the Property and
to others having a legitimate interest at any time during the term.
(g) At any time in the event of an emergency, and otherwise at reasonable
times, to take any and all measures, including inspections, repairs, alterations,
additions and improvements to the Premises or to the Building, as may be necessary
or desirable for the safety, protection or preservation of the Premises or the Building
or the Landlord's interests, or as may be necessary or desirable in the operation
or improvement of the Building or in order to comply with all laws, orders and requirements
of governmental or other authority.
(h) To install vending machines of all kinds in the Premises, and to provide
mobile vending service therefor, and to receive all of the revenue derived therefrom,
provided, however, that no vending machines shall be installed in the Premises without
Tenant's prior written consent.
5. ESTOPPEL CERTIFICATE BY TENANT
Upon request, but no more than twice per calendar year, Tenant shall deliver
to Landlord, within ten (10) days after receipt of said request, a duly executed
estoppel certificate as may be required by Landlord attesting to such facts regarding
this lease as Landlord may reasonably require, including without limitation, that
(i) this lease is in full force and effect, binding and enforceable in accordance
with its terms and unmodified; (ii) no default exists on the part of Landlord or
Tenant under this Lease; (iii) there are no events which, with the passage of time
or the giving of notice or both, would create a default under this Lease; (iv) no
rent in excess of one month's rent has been collected in advance under this Lease;
(v) Tenant has received no notice of any other sale, assignment, transfer, mortgage
or pledge of this Lease or the rents due hereunder; (vi) Tenant has no defense,
setoff or counterclaim against Landlord; (vii) this lease has not been modified,
supplemented or amended; (viii) that Tenant is in possession of the Premises; (ix)
the amount of Rent and the dates through which Rent has been paid; and (x) the amount
of any Security Deposit held by Landlord. Failure to deliver the certificate within
ten (10) days after request by Landlord shall be conclusive upon Tenant for the
benefit of Landlord and any successor to Landlord that this Lease is in full force
and effect and has not been modified, supplemented, or amended, except as may be
represented by the party requesting the certificate. If Tenant fails to deliver
the certificate within ten (10) days after requested by Landlord, then by such failure
Tenant shall irrevocably constitute and appoint Landlord as its attorney-in-fact
to execute and deliver the certificate to any third party.
6. WAIVER OF CERTAIN CLAIMS
The Tenant, to the extent permitted by law, waives all claims it may have
against the Landlord, and against the Landlord's agents and employees for any and
all damages sustained by the Tenant or by any occupant of the Premises, or by any
other person, resulting from any part of the Property or any equipment or appurtenances
becoming out of repair, or resulting from any accident in or about the Property
or resulting directly or indirectly from any act or neglect of any tenant or occupant
of any part of the Property or of any other person, unless such damage is a result
of the gross negligence or willful misconduct of Landlord, or Landlord's agents
or employees. If any damage results from any act or neglect of the Tenant, the Landlord
may, at the Landlord's option, repair such damage and the Tenant shall thereupon
pay to the Landlord the total cost of such repair. All personal property belonging
to the Tenant or any occupant of the Premises that is in or on any part of the Property
shall be there at the risk of the Tenant or of such other person only, and the Landlord,
its agents, and employees shall not be liable for any damage thereto or for the
theft or misappropriation thereof. The Tenant agrees to defend, hold the Landlord
harmless and indemnified against any and all claims, liability, losses, damages,
causes of action, expenses, costs suffered or claimed by any person occurring in
or about the Property, due to any conduct, act of negligence or default under this
lease by the Tenant, its contractors, agents or employees.
To the extent that the Tenant carries hazard insurance on any of its property
in the Premises and to the extent that the Landlord carries hazard insurance on
the Property, each policy of insurance shall contain, if obtainable from the insurer
selected by the Tenant or the Landlord, as the case may be, without additional expense,
a provision waiving subrogation against the other party to this lease. Each of the
parties hereto hereby releases the other with respect to any liability which the
other may have for any damage by fire or other casualty with respect to which the
party against whom such release is claimed shall be insured under a policy of policies
of insurance containing such provision waiving subrogation.
7. INSURANCE
Tenant shall, at its expense, obtain and maintain during the term and
any extended term of this Lease, comprehensive general liability insurance, contractual
liability insurance and property damage insurance under policies issued by insurers
of recognized responsibility, with limits of not less that $1,000,000 for personal
injury, bodily injury, death, or for damage or injury to or destruction of property
(including the loss of use thereof) for any one occurrence. Tenant's
policies shall name Landlord, its agents, servants and employees as additional
insureds. At the option of the Landlord, the originals of all policies of insurance
shall be held by Landlord. Landlord shall be notified by Tenant or Tenant's insurance
carrier at least thirty (30) days in advance of cancellation of liability coverage.
8. HOLDING OVER
If the Tenant retains possession of the Premises or any part thereof after
the termination of the term, the Tenant shall pay the Landlord Rent at double the
monthly rate specified in Section I for the time the Tenant thus remains in possession
and, in addition thereto, shall pay the Landlord for all damages, consequential
as well as direct, sustained by reason of the Tenant's retention of possession.
The provisions of this Section do not exclude the Landlord's rights of re-entry
or any other right hereunder.
9. ASSIGNMENT AND SUBLETTING
It is understood that the nature of the Tenant's business is colocation
services. The Tenant is allowed to locate their customers within the demised space.
Tenant shall not, without Landlord's prior written consent, which consent
may be withheld in the sole and absolute discretion of Landlord, (a) convey, mortgage,
pledge, or encumber (whether voluntarily or otherwise) this lease or any interest
under it; (b) allow any transfer or lien upon the Tenant's interest by operation
of law; (c) or sublet the Premises or any part thereof.
Tenant agrees to pay to Landlord, on demand, reasonable costs incurred
by Landlord in connection with any request by Tenant for Landlord to consent to
any assignment or subletting by Tenant.
If this lease be assigned or if the Premises or any part thereof be sublet
or occupied by anybody other than Tenant, Landlord may, after default by Tenant,
collect rent from the assignee, subtenant or occupant, and apply the net amount
collected to the Rent herein reserved, but no such assignment, subletting, occupancy
or collection shall be deemed a waiver of any Tenant's covenants contained in this
lease or the acceptance of the assignee, subtenant or occupant as Tenant, or a release
of Tenant from further performance by Tenant of covenants on the part of Tenant
herein contained.
Notwithstanding anything contained herein to the contrary, in the event
that at any time during the term of this lease Tenant desires to sublet all or part
of the Premises, Tenant shall notify the Landlord in writing (hereinafter referred
to as "Sublet Notice") of the terms of the proposed subletting and the area so proposed
to be sublet and shall give the Landlord the option to sublet from Tenant such space
(hereinafter referred to as "sublet space") at the same rent and additional rent
as Tenant is required to pay to Landlord under this lease for the same space or,
at Landlord's option, to terminate the lease with respect to the sublet space. If
the sublet space does not constitute the entire Premises and Landlord exercises
its option to terminate this lease with respect to the sublet space, then as to
that portion of the Premises which is not part of the sublet space, this lease shall
remain in full force and effect except that the Rent shall be reduced by a fraction,
the numerator of which shall be the usable square feet of the sublet space and the
denominator of which shall be the usable square feet of the Premises. The option
to sublet, or to terminate the lease, shall be exercisable by Landlord in writing
for a period of forty-five (45) days after receipt of the Sublet Notice.
In the event Landlord exercises its option to sublease the sublet space,
the term of the subletting from the Tenant to the Landlord for the sublet space
shall be the term set forth in the Sublet Notice and shall be on such other terms
and conditions as are contained in this lease to the extent applicable.
In the event Landlord does not exercise either of its options specified
above and Tenant completes a sublease with a third party, the subtenant shall be
subject to and comply with the requirements of this Section.
Tenant agrees to reimburse Landlord for Landlord's reasonable attorneys'
and administrative fees incurred in conjunction with the processing of any documentation
for each
proposed transfer, whether or not the transfer is consummated, which in any event
shall not be less than Five Hundred Dollars ($500.00) per transfer. Landlord's consent
or approval to any transfer shall not be construed as a waiver of the requirement
that Landlord's consent or approval be obtained to all subsequent transfers.
Notwithstanding anything contained herein to the contrary, Tenant may
assign this lease in the event that they are acquired by, or merge with another
company, so long as the acquiring entity is at least as financially viable as the
tenant. Tenant shall notify Landlord in advance of an assignment and execute such
assignment documents as may be necessary.
10. CONDITION OF PREMISES
Tenant's taking possession of the Premises shall be conclusive evidence
as against the Tenant that the Premises were in good order and satisfactory condition
when the Tenant took possession, except as to latent defects. No promise of the
Landlord to alter, remodel, repair or improve the Premises or the Building and no
representation respecting the condition of the Premises or the Building have been
made by Landlord to Tenant, other than as may be contained herein or in a separate
Work Letter Agreement signed by Landlord and Tenant. At the termination of this
lease, the Tenant shall return the Premises broom-clean and in as good condition
as when the Tenant took possession, ordinary wear and loss by fire or other casualty
excepted, failing which the Landlord may restore the Premises to such condition
and the Tenant shall pay the cost thereof on demand.
11. USE OF PREMISES
The Tenant agrees to comply with the following rules and regulations and
with such reasonable modifications thereof and additions thereto as the Landlord
may hereafter from time to time make for the Building. The Landlord shall not be
responsible for the non-observance by any other tenant of any said rules and regulations:
(a) The Tenant shall not exhibit, sell or offer for sale on the Premises
or in the Building any article or thing except those articles and things essentially
connected with the stated use of the Premises by the Tenant without the advance
consent of the Landlord.
(b) The Tenant will not make or permit to be made any use of the Premises
or any part thereof which would violate any of the covenants, agreements, terms,
provisions and conditions of this lease or which directly or indirectly is forbidden
by public law, ordinance or governmental regulation or which may be dangerous to
life, limb, or property, or which may invalidate or increase the premium cost of
any policy of insurance carried on the Building or covering its operation, or which
will suffer or permit the Premises or any part thereof to be used in any manner
or anything to be brought into or kept therein which, in the judgment of Landlord,
shall in any way impair or tend to impair the character, reputation or appearance
of the Property as a high quality office building, or which will impair or interfere
with any of the services performed by Landlord for the Property.
(c) The Tenant shall not display, inscribe, print, paint, maintain or
affix on any place in or about the Building any sign, notice, legend, direction,
figure or advertisement, except on the doors of the Premises and on the Directory
Board, and then only such name(s) and matter, and in such color, size, style, place
and materials, as shall first have been approved by the Landlord.
(d) The Tenant shall not advertise the business, profession or activities
of the Tenant conducted in the Building in any manner which violates the letter
or spirit of any code of ethics adopted by any recognized association or organization
pertaining to such business, profession or activities, and shall not use the name
of the Building for any purposes other than that of the business address of the
Tenant, and shall never use any picture or likeness of the Building in any circulars,
notices, advertisements or correspondence without the Landlord's consent.
(e) Tenant has permission to install card/keycode access/security system
at Tenants expense. Landlord will be provided with card/code/security code to be
used in emergency situation only. No additional locks or similar devices shall be
attached to any door or window without Landlord's prior written consent. No keys
for any door other than those provided by the Landlord shall be made. If more than
two keys for one lock are desired, the Landlord will provide
the same upon payment by the Tenant. All keys must be returned to the Landlord
at the expiration or termination of this lease.
(f) The Tenant shall not make any alterations, improvements or additions
to the Premises other than those set forth in paragraph 11.(o) including, but not
limited to, wall coverings, floor coverings and special lighting installations,
without the Landlord's advance written consent in each and every instance. In the
event Tenant desires to make any future alterations, improvements or additions,
Tenant shall first submit to Landlord plans and specifications therefor and obtain
Landlord's written approval thereof prior to commencing any such work.
(g) All persons entering or leaving the Building after hours on Monday
through Friday or at any time on Saturdays, Sundays or holidays, may be required
to do so under such regulations as the Landlord may impose. The Landlord may exclude
or expel any peddler.
(h) The Tenant shall not overload any floor. The Landlord may direct the
time and manner of delivery, routing and removal, and the location of safes and
other heavy articles.
(i) Unless the Landlord gives advance written consent, the Tenant shall
not install or operate any steam or internal combustion engine, boiler, machinery,
refrigerating or heating device in or about the Premises, or carry on any mechanical
business therein, or use the Premises for housing accommodations or lodging or sleeping
purposes, or do any cooking therein, or use any illumination other than electric
light, or use or permit to be brought into the Building any flammable fluids such
as gasoline, kerosene, naphtha, and benzine, or any explosives, radioactive materials
or other articles deemed extra hazardous to life, limb or property except in a manner
which would not violate any laws, rules, regulations and ordinances existing or
hereinafter enacted by any governmental authority having jurisdiction over the Building,
the Premises, Landlord or Tenant, applicable to Tenant and Tenant's use of the Building
and Premises. The Tenant shall not use the Premises for any illegal or immoral purpose.
(j) The Tenant shall cooperate fully with the Landlord to assure the effective
operation of the Building's air conditioning system, including the closing of venetian
blinds and drapes, and if windows are operable to keep them closed when the air
conditioning system is in use.
(k) The Tenant shall not contract for any work or service which might
involve the employment of labor incompatible with the Building employees or employees
of contractors doing work or performing services by or on behalf of the Landlord.
(l) The sidewalks, halls, passages, exits, entrances, elevators and stairways
shall not be obstructed by the Tenant or used for any purpose other than for ingress
to and egress from its Premises. Landlord shall retain the right to control and
prevent access thereto by all persons whose presence, in the judgment of the Landlord,
shall be prejudicial to the safety, character, reputation and interests of the Building
and its tenants, provided that nothing herein contained shall be construed to prevent
such access to the persons with whom the Tenant normally deals in the ordinary course
of Tenant's business unless such persons are engaged in illegal activities. No tenant
and no employees or invitees of any tenant shall go upon the roof or in the mechanical
rooms of the Building without the Landlords permission.
(m) Tenant shall not use, keep or permit to be used or kept any foul or
noxious gas or substance in the Premises, or permit or suffer the Premises to be
occupied or used in a manner offensive or objectionable to the Landlord or other
occupants of the building by reason of noise, odors and/or vibrations, or interfere
in any way with other tenants or those having business therein, nor shall any animals
or birds be brought in or kept in or about the Premises or the Building.
(n) Tenant shall see that the doors, and windows, if operable, of the
Premises are closed and securely locked before leaving the Building and must observe
strict care and caution that all water faucets or water apparatus are entirely shut
off before Tenant or Tenant's employees leave the Building, and that all electricity
shall likewise be carefully shut off so as to prevent waste or damage, and for any
default or carelessness Tenant shall make good all injuries or losses sustained
by other tenants or occupants of the Building or Landlord.
(o) It is understood that the Tenant will use the premises for the colocation
and operation of customers telecommunications and internet related equipment. Tenant
is hereby authorized to
add supplemental air conditioning equipment/systems, additional electrical switchgear/systems
consisting of a 400 amp 277/480 volt electrical feed from the building main electrical
service into the Tenants suite, double detection pre-action fire suppression system
fed from the existing building system, standby generator and Automatic Transfer
Switch in mutually agreed upon location, DC power plant equipment/system and batteries
along with racks, cabinets, cages, and cabling, all as necessary for the operation
of their business. All work shall be done at Tenants expense and performed by only
licensed contractors under such permits required for the work. All work proposed
by Tenant shall first be determined to not reduce the capacity of the base building
electrical and fire suppression systems to an extent that would prevent the Landlord
from providing service to any portion of the building. Any modification or upgrade
necessary to the base building systems as a result of Tenant's proposed work shall
be a Tenant's sole cost. In all cases, Tenant shall retain all ownership rights
to the above equipment/systems. Tenant shall, at its option, either leave all equipment
in place at the end of the lease or remove it and restore the premises at Tenant's
expense.
In addition to all other liabilities for breach of any covenant of this
Section, the Tenant shall pay to the Landlord an amount equal to any increase in
insurance premiums payable by the Landlord or any other tenant in the Building,
caused by such breach.
12. REPAIRS
Tenant shall give to Landlord prompt written notice of any damage to,
or defective condition in any part or appurtenance of the Building's plumbing, electrical,
heating, air conditioning or other systems serving, located in, or passing through
the Premises. Subject to the provisions of Section 13, the Tenant shall, at the
Tenant's own expense, keep the Premises in good order, condition and repair during
the term of this lease, except that the Landlord, at the Landlord's expense (unless
damage thereto is caused by the fault or negligence of the Tenant, its contractors,
agents, employees in which case, the same shall be maintained or repaired by Tenant,
at Tenant's expense and if Tenant fails to make such repairs promptly, Landlord,
at its option, may make such repairs and Tenant shall pay Landlord on demand Landlord's
actual costs of making such repairs plus a fee of ten percent (10%) to cover Landlord's
overhead) shall keep in repair the elevators, heating and air conditioning equipment,
outside walls, including windows, roof, electrical lines, standard building lighting
and light bulbs, switches, receptacles, plumbing fixtures, blinds, door hardware
and ceilings located in or for the Building and Premises; provided, however that
Tenant shall be responsible for the maintenance and repair of all improvements and
equipment installed by Tenant including those items set forth m paragraph 11.(o).
Landlord's cost of maintenance and repair is subject to the provisions of Section
1. The Tenant at the Tenant's expense, shall comply with all laws and ordinances,
and all rules and regulations of all governmental authorities and of all insurance
bodies at any time in force, applicable to the Premises or to the Tenant's use thereof,
except that the Tenant shall not hereby be under any obligation to comply with any
law, ordinance, rule or regulation requiring any structural alteration of or in
connection with the Premises, unless such alteration is required by reason of a
condition which has been created by, or at the instance of, the Tenant, or is required
by reason or a breach of any of the Tenant's covenants and agreements hereunder.
Landlord shall not be liable to Tenant for any damage or inconvenience and Tenant
shall not be entitled to any abatement or reduction of Rent by reason of any repairs,
alterations or additions made by Landlord.
13. UNTENANTABILITY
If the Premises are made untenantable in whole or in part by fire or other
casualty the Rent, until repairs shall be made or the lease terminated as hereinafter
provided, shall be apportioned on a per diem basis according to the part of the
Premises which is usable by the Tenant, if, but only if, such fire or other casualty
be not caused by the fault or negligence of the Tenant, its contractors, agents,
or employees. If such damage shall be so extensive that the Premises cannot be restored
to the same or better quality condition than the condition prior to the fire or
other casualty by the Landlord within a period of three (3) months, either party
shall have the right to cancel this lease by notice to the other given at any time
within thirty (30) days after the date of such damage; except that if such fire
or casualty resulted from the Tenant's fault or negligence the Tenant shall have
no right to cancel. If a portion of the Building other than the Premises shall be
so damaged that in the opinion of the Landlord the Building should be restored in
such a way as to alter the Building or Premises materially, the Landlord may cancel
this lease by notice to the Tenant given at any time within thirty (30) days after
the date of such damage. In
the event of giving effective notice pursuant to this Section, this Lease and the
term and the estate hereby granted shall expire on the date fifteen (15) days after
the giving of such notice as fully and completely as if such date were the date
hereinbefore set for the expiration of the term of this lease. If this lease is
not terminated, the Landlord will promptly repair the damage at the Landlord's expense.
Landlord shall not be obligated to repair, restore or replace any fixture improvement,
alteration, furniture, personal property, decorations or other property owned installed
or made by Tenant, all of which shall be repaired restored or replaced by Tenant.
14. EMINENT DOMAIN
(a) In the event that title to the whole or any part of the Premises shall
be lawfully condemned or taken in any manner for any public or quasi-public use
or purpose, this lease and the term and estate hereby granted shall forthwith cease
and terminate as of the date of vesting of title and the Landlord shall be entitled
to receive the entire award, the Tenant hereby assigning to the Landlord the Tenant's
interest therein, if any.
(b) In the event that title to a part of the Building other than the Premises
shall be so condemned or taken and if in the opinion of the Landlord, the Building
should be restored in such a way as to alter the Building or the Premises materially,
the Landlord may terminate this lease and the term and estate hereby granted by
notifying the Tenant of such termination within sixty (60) days following the date
of vesting of title, and this lease and the term and estate hereby granted shall
expire on the date specified in the notice of termination, not less than sixty (60)
days after the giving of such notice, as fully and completely as if such date hereinbefore
set for the expiration of the term of this lease, and the Rent hereunder shall be
apportioned as of such date. Landlord shall be entitled to receive the entire award.
15. LANDLORD'S REMEDIES
All rights and remedies of the Landlord herein enumerated shall be cumulative,
and none shall exclude any other right or remedy allowed by law. In addition to
the other remedies in this lease provided, the Landlord shall be entitled to the
restraint by injunction of the violation or attempted violation of any of the covenants,
agreements or conditions of this lease.
(a) If the Tenant shall (i) apply for or consent to the appointment of
a receiver, trustee or liquidator of the Tenant or of all or a substantial part
of its assets, (ii) file a voluntary petition in bankruptcy or admit in writing
its inability to pay its debts as they come due, (iii) make a general assignment
for the benefit of creditors, (iv) file a petition or an answer seeking reorganization
or arrangement with creditors or to take advantage of any insolvency law, or (v)
file an answer admitting the material allegations of a petition filed against the
Tenant in any bankruptcy, reorganization or insolvency proceeding, or if an order,
judgment or decree shall be entered by any court of competent jurisdiction adjudicating
the Tenant a bankrupt or insolvent or approving a petition seeking reorganization
of the Tenant or appointing a receiver, trustee or liquidator of the Tenant or of
all or a substantial part of its assets, then, in any such events, the Landlord
may give to the Tenant a notice of intention to end the term of this lease specifying
a day not earlier than ten (10) days thereafter, and upon the giving of such notice
the term of this lease and all right, title and interest of the Tenant hereunder
shall expire as fully and completely on the day so specified as if that day were
the date herein specifically fixed for the expiration of the term.
(b) If the Tenant defaults in the payment of Rent or Additional Rent and
such default continues for ten (10) days after written notice or defaults in the
prompt and full performance of any other provision of this lease and such default
continues for ten (10) days after written notice, or if the leasehold interest of
the Tenant be levied upon under execution or be attached by process of law, or if
the Tenant abandons the Premises, then and in any such event the Landlord may, at
its election, either terminate the lease or retake possession of the Premises, without
terminating this lease, and endeavor to relet the Premises. Nothing herein shall
be construed so as to relieve the Tenant of any obligation, including the payment
of Rent and Additional Rent as provided in this lease. Landlord recognizes Tenant
will only occupy space with equipment. This is not considered abandonment.
(c) Upon any termination of this lease, the Tenant shall surrender possession
and vacate the Premises immediately, and deliver possession thereof to the Landlord.
Should the Tenant refuse to peaceably surrender and vacate the premises, an action
of forcible entry and detainer will
be sought in order to provide possession to the Landlord without relinquishing
the Landlord's right to Rent, Additional Rent, or any other right given to the Landlord
hereunder or by operation of law.
(d) If the Tenant abandons the Premises or the Landlord otherwise becomes
entitled so to elect, and the Landlord elects, without terminating the lease, to
endeavor to relet the Premises, the Landlord may, at the Landlord's option enter
into the Premises, remove the Tenant's signs and other evidence of tenancy, and
take and hold possession thereof as in Paragraph (c) of this Section provided, without
such entry and possession terminating the lease or releasing the Tenant, in whole
or in part, from the Tenant's obligation to pay Rent and Additional Rent hereunder
for the full term as hereinafter provided. Upon and after entry into possession
without termination of the lease, the Landlord may relet the Premises or any part
thereof for the account of the Tenant to any person, firm or corporation other than
the Tenant for such rent, for such time and upon such terms as the Landlord shall
determine, to be reasonable. In any such case, the Landlord may make repairs, alterations
and additions in or to the Premises, and redecorate the same to the extent deemed
by the Landlord necessary or desirable, and the Tenant shall, upon demand, pay the
cost thereof, together with the Landlord's expenses of the reletting. If the consideration
collected by the Landlord upon any such reletting for the Tenant's account is not
sufficient to pay monthly the full amount of the Rent reserved in this lease, together
with the cost of repairs, alterations, additions, redecorating and the Landlord's
expenses, the Tenant shall pay to the Landlord the amount of each monthly deficiency
upon demand.
(e) If the Landlord elects to terminate this lease in any of the contingencies
specified in this Section, it being understood that the Landlord may elect to terminate
this lease after and notwithstanding its election to terminate the Tenant's right
to possession as in Paragraph (d) of this Section provided, the Landlord shall forthwith
upon such termination be entitled to recover as damages, and not as penalty, an
amount equal to the then present value of the Rent and Additional Rent provided
in this lease for the residue of the stated term hereof, less the present value
of the fair rental value of the Premises for the residue of the stated term.
(f) In the event Tenant defaults and Landlord has been granted possession
of space, any and all property which may be removed from the Premises by the Landlord
pursuant to the authority of the lease or of law, to which the Tenant is or may
be entitled, may be handled, removed or stored by the Landlord at the risk, cost
and expense of the Tenant, and the Landlord shall in no event be responsible for
the value preservation or safe keeping thereof. The Tenant shall pay to the Landlord,
upon demand, any and all expenses incurred in such removal and all storage charges
against such property so long as the same shall be in the Landlord's possession
or under the Landlord's control. Any such property of the Tenant not removed from
the Premises or retaken from storage by the Tenant within thirty (30) days after
the end of the term or of the Tenant's right to possession of the Premises, however
terminated, shall be conclusively deemed to have been forever abandoned by the Tenant
and either may be retained by Landlord as its property or may be disposed of in
such manner as Landlord may see fit.
(g) The Tenant agrees that if it shall at any time fail to make any payment
or perform any other act on its part to be made or performed under this lease, the
Landlord may, but shall not be obligated to, and after reasonable notice or demand
and without waiving, or releasing the Tenant from, any obligation under this lease,
make such payment or perform such other act to the extent the Landlord may deem
desirable, and in connection therewith to pay expenses and employ counsel. All sums
so paid by the Landlord and all expenses in connection therewith, together with
interest thereon at the rate of l8% per annum from the date of payment, shall be
deemed Additional Rent hereunder and payable at the time of any installment of Rent
thereafter becoming due and the Landlord shall have the same rights and remedies
for the nonpayment thereof, or of any other Additional Rent, as in the case of default
in the payment of Rent.
16. SUBORDINATION AND ATTORNMENT
The rights of the Tenant under this lease shall be and are subject and
subordinate at all times to all ground leases and/or underlying leases, if any,
now or hereafter in force against the Property, and to the lien of any mortgage
or mortgages now or hereafter in force against such leases and/or the Property,
and to all advances made or hereafter to be made upon the security thereof, and
to all renewals, modifications, consolidations, replacements and extensions thereof.
This Section is self-operative and no further instrument of subordination shall
be required. In
confirmation of such subordination Tenant shall promptly execute such further instruments
as may be requested by the Landlord. The Tenant hereby irrevocably appoints the
Landlord as attorney-in-fact for the Tenant with full power and authority to execute
and deliver in the name of the Tenant any such instrument or instruments.
Upon request of any person succeeding to the interest of Landlord as a
result of the enforcement of any remedy provided for by law or pursuant to the terms
of any mortgage or assignment of rents and leases given by Landlord as security
to Landlord's mortgagee, Tenant shall automatically become the Tenant of such successor-in-interest,
without change in the terms or other provisions of this Lease, however, such successor-in-interest
shall not be (i) bound by any payment of rent for more than one (1) month in advance,
except prepayments in the nature of security for the performance by Tenant of its
obligations hereunder, (ii) bound by any amendment or modification hereof made without
the written consent of Landlord's mortgagee or Landlord's successor-in-interest,
(iii) liable for any act or omission of any previous Landlord (including Landlord's
mortgagee) (iv) subject to any offset, defense or counterclaim that Tenant might
be entitled to assert against any previous landlord (including Landlord's mortgagee),
or (v) liable for any deposit that Tenant may have given to any previous landlord
(including Landlord's mortgagee) that has not, as such, been transferred to said
successor-in-interest. Upon request of said successor-in-interest, Tenant shall
execute and deliver an instrument or instruments confirming such attornment.
17. COMMENCEMENT OF POSSESSION
If the Landlord shall be unable to give possession of the Premises on
the date of the commencement of the term hereof because the Premises shall not be
ready for occupancy, the Landlord shall not be subject to any liability for the
failure to give possession on said date. Under such circumstances, unless the delay
is the fault of the Tenant, the Rent shall not commence until the Premises are available
for occupancy by the Tenant, and no such failure to give possession on the date
of commencement of the term shall in any wise affect the validity of this lease
or the obligations of the Tenant hereunder and shall not be construed in any wise
to extend the term of this lease. If, at the Tenant's request, the Landlord shall
make the Premises available to the Tenant prior to the date of commencement of the
term for the purpose of decorating, furnishing and equipping the Premises, the use
of the Premises for such work shall be subject to all terms and conditions of the
Lease except Rent, as defined m Paragraph (b) of Section 1. If, with the consent
of the Landlord, the Tenant shall enter into occupancy of the Premises to do business
therein prior to the date of commencement of the term, all provisions of this lease
shall apply and the Rent shall accrue and be payable at the first rate specified
in Paragraph (a) of Section 1 from the date of occupancy.
18. NOTICES AND CONSENTS
All notices, demands, requests, consents or approvals which may or are
required to be given by either party to the other shall be in writing and shall
be deemed given when sent by United States Certified or Registered Mail, postage
prepaid, (a) if for the Tenant, addressed to the Tenant at the Building, or at such
other places as the Tenant may from time to time designate by notice to the Landlord,
or (b) if for the Landlord, addressed to the office of the Landlord's Agent at Key
Management, 125 N. Market Street, Wichita, Kansas 67202, Attention: Alan Huffman,
with copies to the Landlord at Research Boulevard Partnership, c/o Union Land &
Management Company, Inc., 481 Carlisle Drive, Herndon, Virginia 20170, Attention:
Daniel R. Baker, or at such other place as the Landlord may from time to time designate
by notice to the Tenant. All consents and approvals provided for herein must be
in writing to be valid. If the term Tenant as used in this lease refers to more
than one person, any notice, consent, approval, request, bill, demand or statement,
given as aforesaid to any one of such persons shall be deemed to have been duly
given to Tenant.
19. SPRINKLERS
If there now is or shall be installed in the Building a "sprinkler system",
and such system or any of its appliances shall be damaged or injured or not in proper
working order by reason of any act or omission of the Tenant, Tenant's agents, servants,
employees, licensees or visitors, the
conditions or representations, oral or written, express or implied, not herein
contained. This lease may not be modified orally or in any manner other than by
written agreement signed by the parties hereto.
(i) In event of variation or discrepancy, the Landlord's original copy
of the lease shall control.
(j) This lease shall be binding upon and shall inure to the benefit of
the parties hereto and their respective heirs, personal representatives, successors
and assigns, This provision shall not be deemed to grant Tenant any right to assign
this lease or sublet the Premises or any part thereof other than as provided in
this lease.
(k) If because of any act or omission of Tenant, its employees, agents,
contractors, or subcontractors, any mechanic's lien or other lien, charge or order
for the payment of money shall be filed against Landlord, or against all or any
portion of the Premises, or the Building of which the Premises are a part, Tenant
shall, at its own cost and expense, cause the same to be discharged of record, within
thirty (30) days after the filing thereof, and Tenant shall indemnify and save harmless
Landlord against and from all costs, liabilities, suits, penalties, claims and demands,
including reasonable attorneys' fees resulting therefrom.
(l) It is understood and agreed that this lease shall not be binding until
and unless all parties have signed it.
(m) Landlord's liability for any breach under this Lease shall be limited
to its right, title and interest in the Premises.
This lease shall be construed and governed by the laws of the State of
Kansas.
Exhibits A, consisting of 1 pages are attached hereto and become part
of this lease.
28. NOTICE OF DEFAULT TO MORTGAGEE AND ADDITIONAL TIME TO CURE
In the event of any act or omission by Landlord which would give the Tenant
the right to terminate this Lease or to claim a partial or total eviction, Tenant
shall not exercise any such right (a) until it shall have given written notice,
by Certified Mail, of such act or omission to the holder of any deed of trust or
mortgage encumbering the Premises whose name and address shall have been furnished
to Tenant in writing, at the last address so furnished, and (b) until a reasonable
period of time for remedying such act or omission shall have elapsed following the
giving of such notice, Landlord or said holder shall, with reasonable diligence,
have commenced and continued to remedy such act of omission or to cause the same
to be remedied. For purposes of the immediately preceding sentence, Tenant acknowledges
the holder of the Deed of Trust or Mortgage encumbering the Premises to whom written
notice is to be given is as follows:
with copy to: Intrust Bank
105 N. Main
Wichita, KS 67202
29. AGENCY
Unless indicated otherwise by an attached Addendum, Tenant and Landlord understand
and acknowledge that all brokers involved in this transaction represent the Landlord,
not the Tenant; that any information disclosed by the Tenant to any broker in this
transaction has been and will be disclosed to the Landlord; and that this agency
relationship was disclosed to the Tenant when the broker agreed to expose properties
to the Tenant.
30. EXCULPATION
The obligations of Landlord under this Lease do not constitute obligations
of the general or limited partners of the Landlord, and Tenant shall look solely
to the real estate that is the subject of this Lease and to no other assets of Landlord
for the satisfaction of any liability in respect of
this Lease and will not seek recourse against the general or limited partners of
the partnership, which is Landlord herein, nor against any of their personal assets,
for such satisfaction.
31. RENEWAL
Provided, Tenant is not in default hereunder, Tenant shall have the right
and option to extend the initial term of this lease for three (3) additional terms
of four (4) years on the same terms and conditions of this lease except that the
fixed rent as hereafter defined shall be renegotiated by Landlord and Tenant for
the option period. Said option shall be exercised by Tenant's giving written notice
upon Landlord of Tenant's intent to renew the Lease at least one hundred eighty
(180) days prior to the expiration of its term. In the event Landlord and Tenant
fail to agree upon the fixed rent within a one hundred twenty (120) day period after
written notice such option of Tenant shall become null and void. However, for each
option period, the fixed rent shall not exceed the lesser of the following: (a)
a twenty percent (20%) increase in the fixed rent over the preceding term or option
term; or (b) an increase in the fixed rent computed as follows: the adjust shall
be equal to the increase in the "Consumer Price Index (CPI) all items" percentage
as published by the U.S. Department of Labor, Bureau of Statistics. The time period
shall include the period from the initial date of the preceding term or initial
date of the date of exercising the option by Tenant. In the event the Bureau of
Labor Statistics shall no longer publish such figures there shall be substituted
the nearest available and practical index for achieving the same purpose. Additionally,
in no event shall the fixed rent be less than the fixed rent during the preceding
term increased by twelve percent (12%).
IN WITNESS WHEREOF, Landlord and Tenant have respectively signed and sealed this
lease as of the day and year first above written.
LANDLORD: Research Boulevard Partnership
By its General Partner, Union Land & Management, Inc.
BY: /s/ Daniel R. Baker
------------------------
Daniel R. Baker
Title: President
-----------------
TENANT R.E. Stafford, Inc. d.b.a. Colo Solutions
BY: /s/ Ronald Stafford
------------------------ Ronald Stafford
Title: CEO
ADDENDUM # 1
ATTACHED TO LEASE DATED 01/22/01
DATE: 04/10/01
LANDLORD: 340 Associates LLC
120 Exchange Street
Portland, Me 04101
TENANT: COLO Solutions
560 Hawksbill Island Drive
Satellite Beach, FL 32937
This Addendum #1 will be attached to a Lease Agreement between Landlord
and Tenant dated 01/22/01.
Whereas; Tenant has Agreed to Add l3Osq. ft. of Space in the Basement
of the Leased Premises known as 340 Cumberland Ave. In addition, Tenant has agreed
to enclose the space and provide cooling at the sole cost to Tenant.
1) Tenant and Landlord Agree all Terms and Conditions of Original Lease will
remain in full force and effect, Except with the following changes:
Sec. 1, c) Premises: The premises shall be deemed to contain
4,215 sq. ft. of space on the first and basement floor of 340
Cumberland Avenue, Portland, Me.
This Agreement will be binding to both Landlord and
Tenant.
Seen and Agreed to: Landlord: /s/ Louis C. Wood Date 4/10/01
------------------------- ----------
Tenant: /s/ Ronald Stafford Date 4/23/01
------------------------- ----------