Consult your lawyer before signing this lease

OFFICE LEASE

Landlord and Tenant agree to lease the Office in the Premises at the rent and for the term stated:

PREMISES: OFFICE NO.:

LANDLORD: TENANT:

Date of Lease: Annual Rent: $

Lease Term: Monthly Rent: $

Commencement Date: Security Deposit: $

Possession Date: Termination Date:

1. Use and Occupancy Deposit, in whole or in part, to any sums Tenant owes
Tenant shall only occupy and use the office no. Landlord, (including Rent and Additional Rent), that
referenced above (the “Office”) for _____________. Landlord expended or may have to expend due to
Tenant’s default, including but not limited to damages or
2. Inability to Give Possession insufficiency of rent in re-renting the Office. Within ten
The failure of Landlord to give Tenant possession of (10) days of the Termination Date, provided Tenant has
the Office on the Commencement Date shall not create vacated the Office and is not in default under any of the
liability for Landlord. In the event that possession of the terms, conditions and provisions of this Lease and the
Office is not delivered on the Commencement Date due physical condition of the Office is acceptable to Landlord
to the holdover of a tenant, or, if a newly constructed upon surrender, the Security Deposit will be returned to
building, a final or temporary certificate of occupancy has Tenant at an address Tenant provides to Landlord.
not been obtained, or for any other reason which is not
due to Landlord’s acts or negligence, the validity of this 6. Services
Lease shall not be affected. Monthly Rent hereunder Provided Tenant is not in default of any of the terms,
shall begin on the date that possession of the Office is conditions and provisions of this Lease, Landlord shall
delivered to Tenant and shall be prorated for that portion provide: (a) elevator services on business days from 8
of the month in which possession is delivered. The a.m. to 6 p.m., and at all other times, provide one (1)
Termination Date shall in no event be extended if delivery elevator on call; (b) water for ordinary bathroom
of possession is delayed. If, with Landlord’s permission purposes, however, if Tenant uses water for any other
and consent, Tenant is to occupy the Office or another purpose or in high quantities (which decision is in
office space prior to the Commencement Date, Tenant’s Landlord’s sole judgment), a water meter may be
occupancy is subject to all the terms, conditions and installed by Landlord at Tenant’s cost and expense, the
provisions of this Lease except for the payment of Rent maintenance and repair of which shall be exclusively that
and Additional Rent. The intent of this Paragraph is to of Tenant, and all charges for water consumption as
constitute “…an express provision to the contrary…” shown by said meter shall be promptly paid by Tenant;
contained in New York Real Property Law Section 223-a. (c) heat to the Office, on business days, as required by
law; (d) if Landlord provides air conditioning, such air
3. Rent conditioning will be provided, on business days from 8
th th
A. Tenant shall pay Monthly Rent in full on the first a.m. to 6 p.m., from May 15 to September 30 of each
day of each month of the Lease. Monthly Rent shall be year and if Tenant requires air conditioning for other days
paid in advance with no notice being required from and for other hours, Landlord will provide Tenant with
Landlord. Tenant shall not deduct any sums from the same at Tenant’s sole cost at the rates as per the rider
Monthly Rent unless Landlord consents thereto in writing. attached (the “Services”). Tenant shall pay for Tenant’s
Upon signing this Lease, Tenant shall pay Landlord use of electricity in the Office directly with the utility
the first Monthly Rent due and the Security Deposit. The company. Landlord reserves the right to interrupt the
entire amount of rent due for the Lease Term is due upon providing of the Services and other utilities, when
signing this Lease; however, Landlord consents to the Landlord deems it necessary for repairs, alterations,
Tenant paying same in monthly installments provided replacements or improvements to such Services or other
there exists no defaults by Tenant under the terms of this utilities, the decision for such interruption and the length
Lease. of such interruption shall be solely Landlord’s.
B. Additional Rent may include, but is not limited
to any additional insurance premiums and/or expenses 7. Alterations
paid by Landlord which are chargeable to Tenant as Absent Landlord’s written consent, Tenant may
stated hereinafter. Additional Rent is due and payable make no alterations to the Office. With Landlord’s written
with the Monthly Rent for the next month after Tenant consent, Tenant, at Tenant’s sole cost and expense, may
receives notice form Landlord that Additional Rent is due make alterations, installations and improvements (the
and payable. “Alterations”) to the Office provided they are non-
structural in nature, which do not effect the Services,
4. Condition of Unit utilities or other operations or services of the Premises
Tenant acknowledges that Tenant is accepting the and which are done by contractors and sub-contractors
Office in its “as is” condition. Tenant further approved by Landlord in every instance. Before making
acknowledges that Tenant has thoroughly inspected the Alterations, Tenant shall obtain all permits, approvals,
Office and has found the Office to be in good order. certificates required by any and all municipal authorities
or other agencies having jurisdiction of the Premises and
5. Security the Alterations and upon receiving same, Tenant shall
Tenant has deposited with the Landlord the Security deliver duplicate or certified copies to Landlord of each
Deposit to insure Tenant’s compliance with all of the and every one. Tenant shall carry and cause to be
terms, provisions and conditions of this Lease. If Tenant carried by each contractor and sub-contractor, workmen’s
is in default under any of the terms, conditions and compensation, general liability, personal and property
provisions of this Lease, Landlord may apply the Security damage insurance, in such amounts as Landlord
requires, naming Landlord as insured and Tenant shall the period of time from the date of occurrence of the
deliver evidence of such insurance to Landlord prior to damage to the date that Landlord notifies Tenant that the
Tenant’s commencing the Alterations. Should a Office can be re-occupied; (ii) In the event that Landlord
mechanic’s lien be filed against the Office and/or elects to terminate this Lease, Landlord may do so upon
Premises, for work done or claimed to have been done or giving Tenant notice of his intent to do so within the
materials supplied for Tenant or to the Office, Tenant sooner of ninety (90) days of the occurrence of the
shall pay or cause to be paid or file a bond in the amount damages or thirty (30) days from the date that the
stated in the mechanic’s lien within thirty (30) days of said insurance claim is adjusted which notice shall set forth a
filing at Tenant’s sole cost and expense. Any installation date on which the Lease shall expire, which date shall not
of materials, fixtures and the like shall become the be more than sixty (60) days from the date of such notice
property of Landlord upon such installation and shall and upon which date this Lease shall terminate and all
remain in the Office upon Tenant’s surrender of same. obligations owed by Landlord and Tenant to each other
However, Landlord may relinquish such right of shall cease and all obligations due shall be paid from one
ownership to the installations by giving Tenant thirty (30) to the other. Should this Lease not be terminated,
days written notice prior to the Termination Date of such Landlord shall make all repairs in an expeditious manner
relinquishment of ownership, in which event, they shall subject to delays beyond the control of Landlord. Tenant
become Tenant’s and must be removed upon the shall cooperate fully with Landlord after such damage is
Termination Date. Nothing herein is meant to give incurred in all of Landlord’s reasonable requests to
Landlord any ownership rights in and to Tenant’s trade remove undamaged items in the Office. Before making
fixtures, office furniture and equipment which can be claim against the other for damages as a result of fire or
easily moved. Upon the Termination Date and surrender other casualty, each party shall look first to their
of possession of the Office, Tenant shall remove all respective insurance carrier. To the extent permitted by
personal property and installations to which Landlord’s law and by the respective insurance policies, Landlord
ownership interest has been relinquished and Tenant and Tenant hereby release and waive rights of discovery
shall immediately restore and repair the Office to that with respect to the above against the other or any one
condition existing on the Commencement Date. Any and claiming through them. If this condition can only be
all property of Tenant remaining in the Office after the obtained by paying an additional premium, then the one
Termination Date shall be deemed abandoned by Tenant benefiting from such waiver shall pay the additional
and Landlord may either retain such abandoned property premium upon ten (10) days written notice and the one
or may remove such abandoned property at Tenant’s obtaining such insurance coverage is free from any other
expense obligation with respect to waiver of subrogation. Tenant
acknowledges that Landlord shall not be obligated to
8. Maintenance and Repairs carry any insurance for the benefit of Tenant with respect
Tenant shall maintain the Office in good condition. to Tenant’s personal property, equipment, inventory or
Tenant shall be responsible for any and all damage to the the like and agrees that Landlord is not obligated to repair
Office or any other part of the Premises resulting from any damage to them. The provisions of New York Real
Tenant’s willful acts or negligence or the willful acts or Property Law Section 227 are waived by both parties and
negligence of Tenant’s agents, employees, invitees or the provisions of this Paragraph shall be controlling.
licensees or which may arise from any work done by of
for Tenant or by Tenant’s business operations. Tenant 11. Loss, Damage, Indemnity
shall also be responsible for any damage to the Premises Landlord shall not be liable for any loss, damage or
caused by Tenant’s moving or removal of furniture, expense to any person or property of Tenant or to
fixtures and/or equipment. Tenant shall only use property of others given to employees of the Premises.
contractor and/or sub-contractors for these repairs which Landlord shall also not be liable for any theft of or by
have been approved by Landlord in every instance. In other tenants or otherwise, nor for injury or damage to
the event that Tenant fails or refuses to make said repairs persons or property resulting from any cause whatsoever,
, Landlord may do so at Tenant’s expense which shall be unless due to the willful acts of Landlord, it agents,
Additional Rent. Landlord shall maintain in proper order servants and/or employees. Landlord shall not be liable
and repair the exterior of the Premises as well as the for damages caused by construction in or about the
common areas and the utilities servicing the Premises. Premises. Landlord shall not be liable for any damages
Tenant shall give immediate notice to Landlord of any if the windows are permanently or temporarily closed,
defect or interruption of service or condition. The darkened, covered and Tenant shall not be entitled to any
responsibility of Tenant to pay Rent and Additional Rent abatement or reduction in rent and Additional Rent as a
shall not be reduced or abated by reason of injury to result thereby nor shall same be grounds for Tenant’s
business or annoyance to employees of Tenant caused claim of eviction nor shall Tenant be released from any of
by repairs, alterations or improvements to the Premises the terms, conditions and provisions of this Lease.
or the Office. Likewise there shall be no liability on the Tenant shall indemnify and hold Landlord harmless from
part of the Landlord for such injury or annoyance as all claims, liabilities, costs and expenses, including
aforesaid. Should Landlord be in default under this attorneys’ fees, paid or incurred by Landlord as a result of
Paragraph or any other Paragraph of this lease, Tenant’s any default by Tenant of the terms, conditions and
only remedy is to sue Landlord for breach of this Lease. provisions of this Lease for which Landlord is not covered
or paid by insurance. In the event that an action or
9. Window Cleaning proceeding is brought against Landlord, Tenant, upon
Tenant will not clean or caused to be cleaned any written notice from Landlord, will, at Tenant’s sole cost
window in the Office from outside of the Office in violation and expense, retain counsel approved by Landlord to
of any of the provisions of the Labor Law or any law, defend such action or proceeding.
provision or rule of any authority having jurisdiction
thereof. 12. Electricity
Tenant warrants that its use of electrical current will,
10. Damage, Fire or Other Casualty at all times, not exceed the current capacity of the
In the case of fire damage or other damage to the electrical service into the Premises, or the risers or wiring
Office not caused by Tenant, its agents, servants, installation. Tenant will not use or cause to be used
employees, invitees and/or licensees, Tenant shall give equipment which will overload the existing service and
Landlord immediate notice of same. (a) If the Office is installations or interfere with other tenants’ electrical
partially damaged by fire or other casualty, Landlord shall service. Any change in the character or nature of
repair the damage and the Rent and Additional Rent shall electrical service to the Premise s and/or to the Office
be apportioned from the day of the damage in relation to shall not impose liability on the Landlord for any loss or
the portion of the Office that has been rendered unusable damage sustained by Tenant as a result thereof.
to the day that the Office has been repaired and is fully
usable. (b) If the Office is totally damaged and rendered 13. Occupancy
wholly unusable by fire or other casualty, Landlord has Tenant shall not, at any time, use or occupy the
the right to either repair the damages or terminate the Office in violation of or contrary to the permitted uses
lease. (I) In the event that Landlord elects to repair the contained in the Certificate of Occupancy for the
damages, Rent and Additional Rent shall be abated for Premises and/or the Office. Tenant has fully inspected
the Office and is accepting the Office in its “as is” the schedule of premiums issued by Landlord’s insurance
condition subject to any work to be performed by either carrier shall be conclusive evidence of the rate therefore.
party to this Lease on the Rider annexed hereto and Tenant shall place a load on the floor of the Office
designated Rider _______. Tenant has performed “due contrary to the maximum floor area load permitted by law
diligence” with respect to the Premises and accepts the and the certificate of occupancy. The placement of
Office subject to any and all violations, whether same are heavy machines, mechanical equipment and/or office
of record or not. Landlord makes no representations as equipment shall be approved by Landlord and shall be
to the condition of the Office except as specifically set placed in such manner, in Landlord’s sole judgment, by
forth herein and on the Rider to this Paragraph, if any. Tenant to avoid and prevent vibrations, noise and
annoyance to other tenants.
14. Landlord’s Alterations and Management
Landlord has the right to change the arrangement 17. No Mortgage or Assignment
and/or location of entrances, hallways, passageways, Tenant shall not assign, mortgage and/or encumber
doorways, doors, elevators, stairs or any other part of the this Lease or sublet the Office or allow the Office to be
Premises used by the general public, including toilets, used by anyone other than Tenant without the prior
and to change the name and/or number of the Premises. written consent of Landlord. The transfer of the majority
In the event that Landlord so changes as aforesaid, the interest in Tenant shall be deemed an assignment for
same shall not constitute an eviction nor imposes any purposes of this Paragraph. Should this Lease be
liability on Landlord for such election. Rent and assigned or the Office sublet or used by anyone other
Additional Rent shall not be diminished or abated in such than Tenant without Landlord’s written consent, Landlord
event as a result of any inconvenience, annoyance or may collect rent from the persons or entity so occupying
injury to Tenant’s business and Landlord shall have o and using the Office should Tenant default in the
liability therefore. Landlord may impose rules for the payment of Rent and Additional Rent but such collection
access to the Premises by Tenant’s social or business by Landlord shall not be deemed a waiver of the
guests as Landlord deems proper and necessary for the provisions of this Paragraph or a consent to such
security of the Premises and Tenant shall not have any assignment, sublet or use or a release of Tenant’s
claim against Landlord for any damages resulting obligations under this Lease. Any consent given by
therefrom. Landlord to Tenant under this Paragraph in one instance
shall not act to be a consent or waiver of Landlord’s rights
15. Condemnation in another.
If the whole or any part of the Premises and/or
Office is taken by condemnation or otherwise by any 18. No Other Space
governmental authority for public or quasi-public use, this Tenant is afforded no other rights to use any space
Lease shall be terminated as of the date that title is in the Premises other than the Office.
vested pursuant to said proceeding and Tenant shall not
have nay claim for the value of the remaining portion of 19. Tenant’s Defaults
this Lease and Tenant assigns to Landlord Tenant’s A. If there is a default by Tenant under the terms of
interest in any award. Nothing contained herein shall this Lease, other than the obligation to pay Rent and
prevent Tenant from making an independent claim to the Additional Rent, or Tenant vacates the Office prior to the
authority for allowable expenses. Termination Date, or if an execution has been issued
against the property of Tenant or Tenant whereby the
17. Legal Requirements, Insurance, Floor Capacity Office is used and/or occupied by someone other than
Tenant shall, at its sole cost and expense, at all Tenant, or if this Lease be rejected in a Bankruptcy
times under this Lease or prior to the Commencement proceeding, or should Tenant not take possession of the
Date if Tenant is in possession of the Office as provided Office with thirty (30) days from the Possession Date, the
herein, comply promptly with all laws, regulations and Landlord, upon fifteen (15) days prior written notice to
orders of all municipalities and their agencies having Tenant which sets forth Tenant’s default(s) and should
jurisdiction over the Premises and Office including, but Tenant fail to completely cure said specified default(s)
not limited to fire and or insurance offices which shall within said fifteen (15) days, or if the default(s), by its
impose any violation or notice of violation or affirmative nature cannot be cured within said fifteen (15) days or
obligation upon Landlord and or the Premises, whether or should Tenant fail to undertake with diligent effort to cure
not concerning Tenant’s use of the Office or the the default(s) within said fifteen (15) days, then , in such
Premises. Tenant shall not be required to make any event, Landlord may serve upon Tenant, a written five (5)
structural alterations and/or repairs unless Tenant, as a day notice canceling this Lease and Tenant, at the end of
result of Tenant’s unauthorized uses and/or operations of said five (5) days shall vacate and surrender the Office
business, violated such laws, regulations and/or rules. and Tenant shall continue to remain liable as set forth
Tenant may appeal or object to such violations, fines etc. under this Lease.
provided Tenant has, in Landlord’s sole judgment, B. If Tenant shall be in default in the payment of
secured Landlord with respect to same by either deposit Rent and/or Additional Rent, or if the notice given
of sufficient monies or by a surety bond in an amount and pursuant to “A” hereinabove has expired or if Tenant is in
by a company satisfactory to Landlord, for all damages, default in payment of any other matter for which Tenant is
penalties, expenses and interest, including reasonable liable to pay, then Landlord, without notice, (the giving of
attorneys’ fees provided same does not subject Landlord notice is hereby expressly waived by Tenant), may re-
to criminal liability or create a default under any lease enter the Office, by force or otherwise, and dispossess
and/or mortgage of Landlord’s and does not result in a Tenant or other occupant, by any lawful manner, and
condemnation or eviction, in whole or in part. Such remove their possessions and retake the Office. Tenant
appeal or objection by Tenant must be undertaken in an expressly waives the right to receive notice of such re-
expeditious manner and at no cost to Landlord. Tenant entry by Landlord and agrees that Landlord shall not be
shall do or cause to be done any act contrary to all laws, responsible for any damage sustained to the property of
rules and regulations or which would violate any provision Tenant or other occupant. If their be an extension or
of Landlord’s policies of insurance or which would subject renewal of this Lease and Tenant shall default under any
Landlord to liability to any person or entity for personal term, condition and/or provision of this Lease, Landlord
and/or property damages. Tenant shall not keep any may cancel such renewal or extension upon three(3)
substance in the Office which is in violation of any law, days prior written notice to Tenant.
rule and/or regulation which would result in a cancellation
of Landlord’s policies of insurance. Tenant shall not use 20. Bankruptcy
the Office in such a manner that the premiums for A. This Lease may be cancelled upon Landlord’s
Landlord’s policies of insurance would be increased over prior ten (10) day written notice to Tenant if there be
that rate in effect at the time the Tenant obtains commenced a case, whether voluntary or involuntary, by
possession of the Office. Any cost, expense, fine, or against Tenant or any other person or entity occupying
damages and/or penalties incurred by Landlord as a the Office, in a bankruptcy court in any State, or if Tenant
result of Tenant’s violation of any provision in this or any other person or entity occupying the Office, should
Paragraph shall be borne by Tenant and shall be paid by make an assignment for the benefit of creditors under
Tenant as Additional Rent. In any action or proceeding, any law. Upon such event, Tenant or any other occupant
shall not be entitled to possession of the Office and shall may bring into the Office all necessary materials and
immediately vacate the Office and surrender same to supplies and same shall not be deemed to give Tenant
Landlord. any right to claim an actual or constructive eviction or any
B. It is expressly agreed that in the event of a right to an abatement of Rent and Additional Rent or to a
termination of this Lease pursuant to “A” above, claim for damages as a result of loss of or interruption of
notwithstanding any other provision contained in this Tenant’s business. During the term of this Lease,
Lease, Landlord shall be entitled to receive from Tenant, Landlord shall have the right to enter the Office, at
as and for liquidated damages, the higher of (1) the reasonable times and upon reasonable notice, for the
maximum amount permitted by law or (2) an amount purpose of exhibiting same to prospective purchasers
equal to the difference between the Rent from the date of and mortgagees. Landlord shall also have the right,
termination as set forth pursuant to “A” above to the within the six months prior to the Termination Date, to
Termination Date and the fair and reasonable market rent enter the Office for the purpose of exhibiting same to
for the same period of time. In computing such amount, prospective tenants. Should Tenant not be present to
the same shall be discounted at the rate of three (3%) allow access to the Office, Landlord may enter the Office
percent. If the Office shall be re-rented during that period by using a master key or by force providing Landlord
of time, the rent paid under the re-rental agreement shall exercises reasonable care to insure Tenant’s property
be conclusive proof of the reasonable market rent. and such entry shall not subject Landlord or its agents
liable for any damages as result thereof and the
21. Remedies obligations of Tenant under the terms, conditions and/or
In the event of any default, re-entry by Landlord, provisions of this Lease shall not be affected thereby.
termination and/or eviction by summary proceedings or Should Tenant entirely vacate the Office within thirty (30)
otherwise (a) Rent and Additional Rent up to the date of days of the Termination Date, Landlord may enter the
such re-entry and/or eviction or termination shall be due, Office and make such alterations, repairs, additions or
(b) Landlord may re-rent the Office, in whole or in part, for changes without affecting Tenant’s obligations under this
a term equal to or in excess of the Termination Date, and Lease, including, but not limited to Tenant’s obligation to
Landlord may be free to grant such concessions or pay Rent and Additional Rent or creating liability for
charge rent in excess of the Rent as the Landlord sees Landlord to Tenant.
fit, and/or (c) Tenant shall be obligated to Landlord for
liquated damages (“Liquidated Damages”) for such 24. Waiver
default, termination and/or eviction in an amount equal to The failure by Landlord to seek redress or any
the difference between the Rent and the rent to be remedy for Tenant’s default under any of the terms,
charged up to the Termination Date and any charges conditions and/or provisions of this Lease or of any rule
incurred by Landlord including, but not limited to imposed and declared by Landlord shall not constitute a
reasonable attorneys’ fees, litigation costs and expenses, waiver by Landlord for any future defaults or violations.
brokers’ fees, advertising fees, maintenance charges in Landlord’s receipt of Rent and Additional Rent at a time
keeping the Office in good condition and charges when Landlord has knowledge or should have knowledge
incurred in getting the Office in a condition for such re- of any default or violation shall not be deemed a waiver
renting. Landlord’s failure to re-rent the Office shall not thereof. Only a written waiver signed by Landlord shall
affect or release Tenant form said liquidated damages. be effective and binding upon Landlord. Any Rent and/or
The Liquidated Damages shall be paid in monthly Additional Rent received by Landlord which is less than
installment when Rent is due prorated over the remaining the amount due shall be deemed to be “on account” and
term of this Lease. Landlord may, in getting the Office in any notation or statement on Tenant’s check shall be
condition for such re-renting, make such alterations, deemed payment in full or accord and satisfaction and
repairs and/or decorations in the Office as in Landlord’s Landlord may accept such payment without prejudice to
sole judgment are necessary and such undertakings by Landlord’s right to pursue such available remedy for the
Landlord shall not release Tenant from liability under the balance of same or for any other remedy afforded
terms, conditions and provisions of this Lease. Landlord Landlord under the terms, provisions and/or conditions of
shall in no way be liable to Tenant for failing to re-let the this Lease. Only a surrender of the Office in writing
Office or to collect rent from the new tenant. The rights signed by Landlord shall be effective and binding upon
afforded Landlord under this Paragraph are not exclusive Landlord and/or Tenant and such surrender must be
and Landlord may avail itself of any and all remedies made to Landlord or Landlord’s authorized agent. An
available to it under law. Tenant expressly waives any acceptance of a surrender of the Office and keys to same
right of redemption Tenant may now have or will have by persons other than Landlord or its authorized agent
should Tenant be evicted from the Office or dispossessed shall be effective as a termination of this Lease.
therefrom.
25. Landlord’s Inability To Perform
22. Fees and Expenses Tenant’s obligation to pay Rent and Additional Rent
Should Tenant default under any of the terms, and/or to comply with any of the terms, provisions and/or
conditions and/or provisions of this Lease, Landlord may, conditions of this Lease as well as the Lease itself shall
after giving notice if required and upon the expiration of not be affected, impaired, amended or excused due to
any grace period set forth in this Lease, immediately and Landlord’s inability to perform any of its obligations
without prior notice to Tenant perform or cause to be contained in this Lease, or to supply any if delayed in
performed Tenant’s obligations. If in connection with the supplying any service or item or is unable to make, or is
aforesaid, Landlord incurs any cost and/or expense or delayed in the making of any repair, alterations,
becomes obligated to pay money as a result thereof, additions, or is unable to supply or is delayed in supplying
including but not limited to legal fees, reasonable any equipment, services, fixtures or any other material to
attorneys’ fees, litigation expenses, Tenant shall pay to be supplied hereunder, provided that Landlord is unable
Landlord such monies, with interest. The foregoing cost, to do so because of labor problems, strife or strike or any
expense or payment of money by Landlord shall be other cause whatsoever including, but not limited to war
Additional Rent and shall be paid by Tenant within fifteen or other emergency.
(15) days from the date Landlord bills Tenant. Should
these billed amounts come subsequent to the 26. Excavations
Termination Date, Landlord may institute proceedings In the event that there be an authorized excavation
against Tenant for the recovery of same. conducted upon lands adjacent to the Premises, Tenant
shall allow the parties conducting same entry into the
23. Access Office for the purpose of performing necessary work as
Landlord or Landlord’s agents, servants and/or such party deems necessary to shore up and/or preserve
employees may enter the Office for emergency purposes the wall of the Premises from damage including but not
at any time and at any other reasonable time in order to limited to supporting the existing exterior walls and
make inspections and/or make repairs, alterations or foundations. Tenant further agrees to waive any right
additions as Landlord deems proper and/or necessary to Tenant may have to make a claim for damages caused
the Office and/or the Premises. Tenant grants Landlord thereby or indemnity therefore from that party or Landlord
the right to use the Office to replace and/or maintain the or for an abatement of Rent and/or Additional Rent.
HVAC services and facilities. For this purpose, Landlord
27. No Representations by Landlord damages caused by another tenant violating the Rules or
Landlord and/or Landlord’s agents, servants and/or any term, provision or condition of that tenant’s lease.
employees have not made any representations nor
promises of any kind to Tenant as to the physical 33. Definitions
condition of the Premises and/or Office or as to the Wherever and whenever used in this Lease, the
financial condition and health or as to the operation of the following definitions shall be ascribed to these words:
Premises except as specifically set forth in this Lease a) “Business Day” shall mean the days of the week
and Tenant does not acquire any rights, easements or except Saturday and Sunday and except legal holidays
licenses except as specifically set forth in this Lease. observed by either Staten of Federal Governments and
Tenant has accepted the Office in its “as is” condition those set forth in any union contract which applies to the
after having thoroughly inspecting same and without Premises
relying on any representations made by Landlord, its b) “Office” or “Offices” shall not mean Premises but
agents, servants and/or employees. Tenant’s occupation shall mean premises other than those utilized for the sale
of the Office is conclusive proof that the Office and of goods and merchandise or for the display of same, or
Premises are in good and satisfactory condition at the a restaurant, shop, machine shop, manufacturing plant or
date Tenant first occupies the Office. other retail establishment.
c) “Landlord” shall mean the owner of the Premises
28. Non-merger or a lessee thereof, or a mortgagee in possession and
All prior agreements, understandings and should there be a sale or lease of the entire Premises,
representations are merged in this Lease which fully Landlord is released form all obligations and liabilities
expresses the parties’ agreement and this Lease may under this Lease and it will be conclusively presumed that
only be amended or modified or terminated, other than on the purchaser or lessor will perform the obligations and
the Termination Date, by written agreement signed by liabilities of Landlord herein.
Tenant and Landlord. d) “Re-enter” and “Re-entry” are not to be strictly
taken in their legal definitions.
29. Non-Disturbance
As long as Tenant pays Rent and Additional Rent 34. Estoppel Certificate
and complies fully with all of the terms, provisions and Upon fifteen (15) prior written notice to Tenant,
conditions of this Lease on Tenant’s part to be Tenant shall execute and deliver to Landlord or to any
performed, Tenant may peacefully occupy the Office other entity that Landlord directs, a certificate, in
subject too any mortgage, ground lease or underlying recordable form, stating that the Lease, as it exists on the
lease. date of the certification, is in full force and effect, that it
has not be amended, modified or terminated, the date to
30. Waiver which Rent and Additional Rent has been paid and
Tenant and Landlord hereby waive trial by jury in setting forth specifically if any defaults exist on the part of
any action, proceeding or litigation brought by one Landlord.
against the other or in which either party is brought in by
a third party, except for personal injury or property 35. Subordination
damage actions, in which any of the terms, provisions The Lease is subject and subordinate to all existing
and/or conditions of this Lease or any statutory remedy is and future mortgages or ground leases or underlying
involved or the use and/or occupancy of the Office is at leases which affects the Premises and to all renewals,
issue. Tenant and Landlord agree that in any action modifications or replacements thereof without the
seeking possession of the Office, Tenant will not impose necessity of any notice or written instruments and Tenant
any counterclaim or set-off against Landlord of any kind shall, at Landlord request, execute a document to this
or nature except if mandated by statute. effect.

31. Notices 36. Surrender of Office

Any notice, statement or communication which Upon the Termination Date or other termination of
Landlord is to give to Tenant, shall be deemed to be this Lease, Tenant shall vacate and surrender the Office
sufficiently given if it is in writing and delivered personally in broom clean condition and in good condition,
to Tenant or sent by certified mail or overnight courier reasonable wear and tear excepted and free from
addressed to Tenant at the Office or other business Tenant’s property. All damages which were caused by or
address of Tenant or at the residence of Tenant or left at on behalf of Tenant shall be repaired by Tenant at
any one of the addresses and the time of giving such Tenant’s sole cost and expense prior to the surrender of
notice, statement or communication shall be deemed the Office. This Paragraph survives the Termination Date
given at the time same are left with or mailed or delivered or the date of other termination of this Lease. Should the
to the overnight courier. Any notice to be given by Termination Date be a Sunday or legal holiday, the
Tenant to Landlord must be given by certified mail or Termination Date shall be the immediate previous day.
overnight courier at Landlord’s address above.
37. Parties Bound
32. Rules This Lease is binding upon Landlord and Tenant and
Tenant, its agents, servants and/or employees, their respective assignees and/or successors in interest.
licensees, business guests or visitors shall comply strictly Should Tenant obtain a judgment against Landlord,
and faithfully with the Rules that Landlord may adopt, at Tenant shall look only to Landlord’s interest in the
any time, notice of which shall be given to Tenant. Premises for the collection of same.
Landlord may choose the manner in which said notice is
given. In the event that Tenant disputes the 38. Paragraph Headings
reasonableness of any Rule, Tenant and Landlord agree Paragraph headings are for reference only.
to submit such dispute to the American Arbitration
Association, New York, New York for binding arbitration 39. Effectiveness
provided Tenant gives written notice to Landlord within This Lease shall become effective as of the date
twenty (20) days of receipt of notice of adoption of the when Landlord delivers a fully executed copy hereof to
Rule or Rules. Notwithstanding the provisions of this Tenant or Tenant’s attorney.
Paragraph, Landlord is not under any obligation to
enforce the Rules with respect to any other tenant in the 40. Riders
Premises or to enforce any term, condition or provision of Additional terms are contained in the riders annexed
any other lease. Landlord is not liable to Tenant for any hereto and designated Rider _________________.
This Lease has been entered into as of the Date of Lease.

LANDLORD TENANT