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This Office Lease Agreement is between a landlord and a tenant, and it contains all the essential language for executing a lease agreement. This document allows the parties to customize the price, terms, and conditions for leasing out the property as office space, or for leasing an office from a landlord. This document in its draft form contains numerous of the standard clauses commonly used in these types of agreements; however, additional language may be added to allow for customization to ensure the specific terms of the parties’ agreement are addressed. This document can be used by a landlord or tenant to ensure that any agreement for a lease is clearly laid out and well-documented.
This Office Lease Agreement is between a landlord and a tenant, and it contains all the essential language for executing a lease agreement. This document allows the parties to customize the price, terms, and conditions for leasing out the property as office space, or for leasing an office from a landlord. This document in its draft form contains numerous of the standard clauses commonly used in these types of agreements; however, additional language may be added to allow for customization to ensure the specific terms of the parties’ agreement are addressed. This document can be used by a landlord or tenant to ensure that any agreement for a lease is clearly laid out and well- documented. OFFICE LEASE AGREEMENT This Office Lease Agreement (this “Lease Agreement”) is entered into as of this _____________ day of _____, ______ (the “Lease Date”) by and between ____________________ (“Landlord”) and _________________ (“Tenant”). RECITALS WHEREAS, Landlord warrants and represents that it owns that certain parcel of land located at __________________________ in the City of ________________, County of __________ (the “Parcel”) and the office building located thereon, commonly referred to as _________________ (the “Building”); and WHEREAS, Landlord wishes to lease to Tenant, and Tenant wishes to lease from Landlord, under the terms and conditions of this Lease Agreement, approximately ___________ (__) square feet of office space in the Building. NOW THEREFORE, in exchange for the mutual promises herein contained, each of Landlord and Tenant hereby agrees to the terms and conditions set forth below. TERMS AND CONDITIONS 1. THE PREMISES Landlord hereby agrees to lease to Tenant, and Tenant hereby leases from Landlord, the following described Premises, together with the right in common with other tenants to use any other portions of the Parcel and Building that are designated by Landlord for the common use of tenants and others, such as sidewalks, unreserved parking areas, common corridors, elevator foyers, restrooms, vending areas, and lobby areas (the “Common Areas”): _______ (__) square feet of floor space on the ____ floor of the Building, as outlined in red on Exhibit “A” attached hereto, more commonly known as Suite _______ (the “Premises’), which floor space shall be finished and improved in accordance with the plans and specifications attached hereto as Exhibit “B” (the “Work Letter”). 2. TERM The term of this Lease Agreement shall commence on the date of occupancy of the Premises by Tenant following substantial completion of the Tenant Improvements (as defined in the Work Letter) described in the Work Letter, and shall continue for a period of ______________ years thereafter, unless sooner terminated as provided by this Lease Agreement. A. Upon substantial completion of the Tenant Improvements, Landlord shall provide written notice of such fact to Tenant, who shall then inspect the work and provide a punch list of any deficiencies in construction. © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 2 B. Upon rectification of the deficiencies, Landlord shall provide notice of final completion to Tenant, and Tenant shall verify such completion within ____ (__) days of such notice. C. Upon verification that the Tenant Improvements have been completed in substantial conformity with the Work Letter, Tenant shall so specify in writing, and Tenant shall take occupancy of the Premises within ___ (___) days of such verification. D. Landlord and Tenant shall execute a memorandum in writing specifying the actual date Tenant commences occupancy of the Premises (the “Commencement Letter”). 3. POSSESSION Landlord promises to provide Tenant with peaceful possession of the Premises, and Tenant, by taking possession of the Premises, acknowledges that the Premises are in satisfactory and acceptable condition. 4. USE Tenant shall use the Premises for general office use, and shall not use or permit the Premises to be used for any other purpose. 5. COMPLIANCE WITH LAWS Tenant agrees to observe all laws and governmental regulations applicable to its use of the Premises, together with all reasonable rules and regulations that may be promulgated from time to time by Landlord. 6. BASE RENT Tenant agrees to pay Landlord a monthly rent during the Term of this Lease Agreement according to the following schedule (“Base Rent”), payable in advance on the first day of each month without notice or demand, provided that the installment of rent for the first full calendar month of the Term shall be payable upon execution of this Lease Agreement: Period Monthly Rate Monthly Base Rent 7. ADDITIONAL RENT Tenant shall pay to Landlord, the following additional rent, for each calendar year: © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 3 A. Tenant’s pro rata share of the total building operating expenses (“Additional Rent”) pursuant to the following method of calculation: the proportion of the Building space leased by the Tenant divided by the total leasable space in the Building (“Pro Rata Share”). B. Tenant’s Pro Rata Share is ___ percent (%__). C. The term “building operating expenses” includes but is not limited to the following costs and expenses incurred in the cost of operating and maintaining the building: i. Real estate and other taxes assessed against the building; ii. Maintenance and repairs to the building, and its components, including but not limited to air conditioning, heating, lighting, plumbing, yard, and grounds; iii. Parking lot maintenance costs; iv. Utilities costs, including but not limited to water, gas, and electricity; v. Building insurance costs; vi. Trash and garbage service expenses; vii. Janitorial service costs; viii. Building personnel costs; ix. Building management fees; and x. Security expenses. D. A statement of building operating expenses showing the Tenant’s Pro Rata Share thereof shall be sent out on or about the first day of ______ each year. Thereafter, the Tenant shall pay said statement within ____ (__) days. Failure to pay said statement within the aforesaid ___ (__) day time period shall constitute an event of default. 8. SECURITY DEPOSIT A Security Deposit in the amount of ________________ dollars ($__) shall be delivered to Landlord upon the execution of this Lease Agreement by Tenant and shall be held by Landlord without liability for interest (unless required by law) as security for the performance of Tenant’s obligations. The Security Deposit is not an advance payment of Rent or a measure of Tenant’s liability for damages. Landlord may, from time to time, without prejudice to any other remedy, use all or any portion of the Security Deposit to satisfy past due Rent or to cure any © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 4 uncured default by Tenant. If Landlord uses the Security Deposit, Tenant shall, on demand, restore the Security Deposit to its original amount. Landlord shall return any unapplied portion of the Security Deposit to Tenant within ___ (__) days after the later to occur of: (1) the date Tenant surrenders possession of the Premises to Landlord in accordance with this Lease Agreement or (2) the Termination Date. If Landlord transfers its interest in the Premises, Landlord may assign the Security Deposit to the transferee and, following the assignment, Landlord shall have no further liability for the return of the Security Deposit. Landlord shall not be required to keep the Security Deposit separate from its other accounts. 9. PARKING Tenant, its agents, servants, employees, customers, guests, and invitees, shall have the exclusive right to _________ (__) designated parking spaces marked with the ___________, which are more specifically described in Exhibit “C” attached hereto. 10. ALTERATIONS Tenant agrees that except for the Tenant Improvements contemplated in the Work Letter, Tenant shall make no alterations to the Premises without the prior written consent of Landlord. 11. HAZARDS Tenant shall not use the Premises, or permit them to be used, for any purpose that shall increase the existing insurance rates of the Building, or cause the cancellation of any insurance policy covering the Building, or sell or permit to be kept, used, or sold in or about the Premises, any item that may be prohibited by Landlord’s insurance policies. A. Tenant shall not commit any waste upon the Premises, nor cause any public or private nuisance or other act that may disturb the quiet enjoyment of any other tenant. B. Tenant shall not allow the Premises to be used for any improper, immoral, unlawful, or unsafe purpose, including, but not limited to, the storage of any flammable materials or hazardous waste. C. Tenant shall not use any machinery or device on said Premises that may make any noise or cause any vibration that can be detected by other tenants, or that shall in any way be detrimental to the Building. D. Tenant further agrees that except for the Tenant Improvements contemplated in the Work Letter, Tenant shall not install or construct within the Premises or Building electrical wires, water or drain pipes, machinery, or other permanently installed devices, including, but not limited to, alarm systems, private music systems, or special ventilation, without the prior written consent of Landlord. 12. ENTRY BY LANDLORD © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 5 Landlord, its agents, contractors, and representatives may enter the Premises to inspect or show the Premises, to clean and make repairs, alterations, or additions to the Premises, and to conduct or facilitate repairs, alterations or additions to any portion of the Building, including other tenants’ premises. Except in emergencies or to provide janitorial and other Building services after normal business hours, Landlord shall provide Tenant with reasonable prior notice of entry into the Premises, which may be given orally. If reasonably necessary for the protection and safety of Tenant and its employees, Landlord shall have the right to temporarily close all or a portion of the Premises to perform repairs, alterations, and additions. However, except in emergencies, Landlord will not close the Premises if the work can reasonably be completed on weekends and after normal business hours. Entry by Landlord shall not constitute constructive eviction or entitle Tenant to an abatement or reduction of Rent. 13. FIXTURES AND PERSONAL PROPERTY Any trade fixtures, equipment, or personal property permanently installed in or permanently attached to the Premises, Building, or Parcel by or at the expense of Tenant shall be and shall remain the property of Tenant. Tenant shall have the right to remove any and all of such property prior to the expiration or termination of this Lease Agreement, as long as no default exists under this Lease Agreement. Tenant shall, at its expense, repair any damage caused to the Premises by reason of the removal of any of its trade fixtures, equipment, or other permanently affixed personal property as described above. 14. REPAIRS AND MAINTENANCE Tenant shall make any repairs or replacements to damaged property caused by Tenant, its employees, agents, invitees, or visitors. If Tenant fails to make any such repairs or replacements promptly, Landlord may, in its sole discretion, make such repairs or replacements after providing at least _____ (___) days prior written notice to Tenant, and Tenant shall repay the cost of such repairs or replacements to Landlord upon demand. 15. UTILITIES A. Landlord agrees to provide to or for the Premises, adequate heat, electricity, water, air conditioning, replacement light tubes, trash removal service, and sewage disposal service, in such quantities and at such times as is necessary to Tenant’s comfortable and reasonable use of the Premises, from 8 a.m. to 6 p.m., Monday through Friday. These services will not be provided on Saturdays, Sundays, or any other nationally recognized holidays. B. In the event of any interruption or malfunction for any reason of any utility or service to the Premises or Building, Landlord shall use reasonable diligence to restore such utility or service. C. Any such interruption or malfunction, if restored within a reasonable time, shall not (i) entitle Tenant to be relieved from any of its obligations under this Lease © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 6 Agreement; (ii) grant Tenant the right of set-off; (iii) be considered a breach by Landlord; or (iv) entitle Tenant to any damages. D. Should any of the equipment or machinery break down, or for any cause beyond the reasonable control of Landlord cease to function properly, Landlord shall use reasonable diligence to repair the machinery or equipment promptly, but Tenant shall have no claim for rebate of rent or damages on account of any interruptions in utilities services occasioned by or resulting from any such breakdown or cessation for the length of time reasonably required for repair. 16. JANITORIAL SERVICE Landlord agrees to provide the Premises with the following janitorial services: cleaning five (5) days per week; trash disposal five (5) days per week; vacuuming of carpets twice per week; cleaning of lighting fixtures twice per year; cleaning of windows (interior and exterior) three (3) times per year; replacement of light tubes and bulbs as required. 17. DESTRUCTION OF PREMISES If at any time during the term of this Lease Agreement, the Premises or any part of the Building or Parcel shall be damaged or destroyed in a way that does not render the premises unfit for the conduct of Tenant’s business or that does not injure Tenant’s business, Landlord shall, at Landlord’s expense, promptly and through the exercise of reasonable diligence repair the damage and restore the Premises to the condition existing immediately prior to the damage or destruction. In such case, there shall be no abatement of rent. 18. EMINENT DOMAIN Either party may terminate this Lease Agreement if the whole or any material part of the Premises shall be taken or condemned for any public or quasi-public use under law, by eminent domain or private purchase in lieu thereof (a “Taking”). Landlord shall also have the right to terminate this Lease Agreement if there is a Taking of any portion of the Building or Property that would leave the remainder of the Building unsuitable for use as an office building in a manner comparable to the Building’s use prior to the Taking. In order to exercise its right to terminate the Lease Agreement, Landlord or Tenant, as the case may be, must provide written notice of termination to the other within ___ (__) days after the terminating party first receives notice of the Taking. Any such termination shall be effective as of the date the physical taking of the Premises or the portion of the Building or Property occurs. If this Lease Agreement is not terminated, the square footage of the Building leased by Tenant and Tenant’s Pro Rata Share shall, if applicable, be appropriately adjusted. In addition, Rent for any portion of the Premises taken or condemned shall be abated during the unexpired Term of this Lease Agreement effective when the physical taking of the portion of the Premises occurs. All compensation awarded for a Taking, or sale proceeds (other than compensation that may be separately awarded to Tenant pursuant to the terms of the next succeeding sentence), shall be the property of Landlord, any right to receive compensation or proceeds being expressly waived by Tenant. © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 7 Tenant may, however, file a separate claim at its sole cost and expense in connection with such Taking for Tenant’s property and Tenant’s reasonable relocation expenses, provided the filing of the claim does not diminish the award that would otherwise be receivable by Landlord. As used in this section, the word “condemned” shall include: (A) receipt of written notice of the intent to condemn from an entity having the power of eminent domain; (B) the filing of any action or proceeding for condemnation by any such entity; and (C) the conveyance of any interest in the Premises by Landlord or Tenant to a public or quasi public authority having the power of eminent domain with respect to the Premises as a result of the authority’s express written intent to condemn. 19. ASSIGNMENT AND SUBLETTING Tenant may not sublet or assign its interest under this Lease Agreement without the written consent of Landlord, except to a business entity that is owned or controlled by Tenant or that is the survivor of any merger, acquisition, or corporate reorganization in which Tenant’s shareholders control the survivor. If permission is granted, Tenant may assign its interest in this Lease Agreement, provided Tenant remains personally liable for the performance of its obligations under this Lease Agreement through the remainder of the Term, together will all extensions, expansions, and renewals that may have been executed by Tenant and Landlord prior to any such assignment. Landlord’s consent shall not be unreasonably withheld. 20. DEFAULT BY TENANT Tenant shall be considered to be in default of this Lease Agreement upon the occurrence of any of the following events of default: A. Tenant’s failure to pay when due all or any portion of the Rent, if the failure continues for ___ (__) days after written notice to Tenant (“Monetary Default”). B. Tenant’s failure (other than a Monetary Default) to comply with any term, provision or covenant of this Lease Agreement, if the failure is not cured within ____ (__) days after written notice to Tenant. However, if Tenant’s failure to comply cannot reasonably be cured within ___ (__) days, Tenant shall be allowed additional time (not to exceed ___ (__) days) as is reasonably necessary to cure the failure as long as: (i) Tenant commences to cure the failure within ___ (__) days and (ii) Tenant diligently pursues a course of action that will cure the failure and bring Tenant back into compliance with the Lease Agreement. However, if Tenant’s failure to comply creates a hazardous condition, the failure must be cured immediately upon notice to Tenant. In addition, if Landlord provides Tenant with notice of Tenant’s failure to comply with any particular term, provision or covenant of the Lease Agreement on __ (__) occasions during any ___ (__) month period, subsequent violation of such term, provision or covenant shall, at Landlord’s option, be an incurable event of default by Tenant. © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 8 C. Tenant is unable to pay its debts when due or admits its inability to pay its debts when due in writing, makes a transfer in fraud of creditors, or makes an assignment for the benefit of creditors. D. Tenant obtains its leasehold estate by a taking of the leasehold estate of a prior tenant hereunder by process or operation of law. E. Tenant is in default beyond any notice and cure period under any other lease or agreement with Landlord in the Building (other than for parking). 21. REMEDIES Upon the occurrence of any Event of Default under this Lease Agreement, whether enumerated in Section 20 or not, Landlord shall have the option to terminate this Lease Agreement and Tenants right of possession and collect from Tenant damages equal to any unpaid rent and any other amount necessary to compensate Landlord for the detriment caused by Tenant’s breach of this Lease Agreement. 22. REDELIVERY OF PREMISES Tenant agrees to redeliver to Landlord the physical possession of the Premises at the end of the Term of this Lease Agreement, or any extension of this Lease Agreement, in good condition, excepting reasonable wear and tear, and damage by fire or from any other cause not attributable to the willful or negligent act of Tenant, its employees, agents, invitees, or visitors. 23. HOLDING OVER Any holding over after the expiration of the Term of this Lease Agreement shall be deemed to constitute a tenancy from month to month only, and shall be on the same terms and conditions as specified in this Lease Agreement, so far as applicable, and at a monthly rental equal to that for the previous month. 24. ATTORNEYS’ FEES If either party institutes legal action against the other for violation of or to enforce any covenant or condition of this Lease Agreement, or if either party intervenes in any suit in which the other is a party to enforce or protect its interest or rights, the prevailing party shall be entitled to all of its costs and expenses, including, without limitation, reasonable attorneys’ fees. 25. TIME IS OF THE ESSENCE Time is of the essence in this Lease Agreement. 26. OPTION TO RENEW © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 9 Tenant is hereby given an option to renew this Lease Agreement for an additional term of _____ (__) years by giving Landlord written notice on or before ____ (__) days before the expiration of the Term of this Lease Agreement. The renewal lease is to be upon the same terms, covenants, and conditions contained in this Lease Agreement except as to Base Rent as provided in Section 6 above and Tenant Improvements. 27. SIGNAGE A. Landlord reserves the right for itself or its agents to install a sign designating the Building or Parcel for sale or for lease, and shall be permitted to show the space to a prospective tenant or buyer. B. Landlord acknowledges that Tenant is the sole owner of the sign situated on the Parcel and that Tenant may only enlarge, improve, or remove the sign upon prior consent of Landlord. 28. TENANT IMPROVEMENTS A. Landlord hereby agrees to a tenant improvement allowance in the total sum of ___________ ($____) (“Tenant Allowance”), which represents the portion of the cost of the Tenant Improvements described in the Work Letter and specified by Tenant to be constructed by Landlord. B. The cost of such Tenant Improvements shall be borne by Landlord up to the amount of the Tenant Allowance. C. All costs of such Tenant Improvements constructed in compliance with the Work Letter in excess of the Tenant Allowance that have been approved by Tenant shall be advanced by Landlord during construction but shall be reimbursed to Landlord by Tenant as provided below. 29. SUBORDINATION This Lease Agreement is subject and subordinate to all mortgages and deeds of trust that may now or hereafter encumber the Building, Parcel, or any appurtenances thereto, or any leases, renewals or modifications related thereto. This section shall be self-operative and no further instruments of subordination shall be required in order for this clause to be effective. Tenant hereby agrees to execute, within ___ (___) days of a request, any and all reasonable instruments in writing required by Landlord or any lender to subordinate Tenant’s rights acquired by this Lease Agreement in accordance with this clause. 30. DEFINITION OF LANDLORD The term “Landlord” shall mean only the owner for the time being of the Building and Parcel, and in the event of a transfer by that owner of its interest in the Building or Parcel, the owner shall be released and discharged from all covenants and obligations of Landlord thereafter accruing, © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 10 but such covenants and obligations shall be binding during the Lease Agreement Term on each new owner, and their successors and assigns for the duration of this Lease Agreement. 31. LANDLORD’S LIEN Landlord shall have at all times a valid lien for all rentals and other sums of money becoming due under this Lease Agreement from Tenant, subject to any purchase money liens or security interests outstanding from time to time held by third parties, on all goods, wares, equipment, fixtures, furniture, and other personal property of Tenant situated on and in the Premises. After notice of default is given by Landlord, such property shall not be removed from the Premises without the consent of Landlord, which shall be given when all rent in arrears, as well as any and all other sums of money then due to Landlord under this Lease Agreement, have been paid. Tenant hereby grants a security interest, subject to any purchase money liens or security interests executed by Tenant outstanding from time to time to third parties, in such personal property described in this Section 31. The lien hereby granted may be foreclosed on in the manner and form provided for under the Uniform Commercial Code of the State of _________, or in any other manner and form provided by law. 32. ENTIRE AGREEMENT This Lease Agreement and the following exhibits and attachments constitute the entire agreement between the parties and supersedes all prior agreements and understandings related to the Premises, including all lease proposals, letters of intent and other documents: Exhibit “A” (Outline and Location of Premises), Exhibit “B” (Work Letter), Exhibit “C” (Parking Plan). 33. NOTICE Wherever in this Lease Agreement it is required or permitted that notice or demand be given or served by either party on the other, such notice or demand shall be deemed given or served when written and hand delivered, or deposited in the United States Mail, certified, return receipt requested, postage prepaid, and addressed as follows: To Landlord: ___________________________ ___________________________ ___________________________ ___________________________ To Tenant: ___________________________ ___________________________ ___________________________ ___________________________ [SIGNATURE PAGE TO FOLLOW] © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 11 IN WITNESS THEREOF, each of Landlord and Tenant has caused this Lease Agreement to be executed on the date first written above. TENANT: _____________________ By: ___________________________ Name: ________________________ Title: _________________________ LANDLORD: ___________________ By: ___________________________ Name: ________________________ Title: _________________________ CERTIFICATE OF ACKNOWLEDGEMENT OF NOTARY PUBLIC STATE OF _______________________ [INSERT APPROPRIATE LANGUAGE FOR YOUR STATE] © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 12 EXHIBIT A (Outline and Location of Premises) © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 13 EXHIBIT B (Work Letter) © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 14 EXHIBIT C (Parking Plan) © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 15
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