MONTH TO MONTH LEASE AGREEMENT

					                                                 LEASE AGREEMENT

        THIS LEASE AGREEMENT ("Lease") is made and entered into as of this                   day of      ,          by and
between the Landlord and Tenant hereinafter named.

1.       Definitions and Basic Provisions.

The following are some of the basic lease information and defined terms used in this Lease:

         (a)      "Landlord":

         (b)      "Landlord Address":

         (c)      "Tenant":

         (d)      "Tenant Address":

         (e)      "Premises": approximately         rentable square feet in the building known as    , located at
                         (the "Building"), such Premises being shown and outlined on the plan attached hereto as
                  Exhibit A.

         (f)      “Lease Term” shall mean a period of         Months commencing on                , and ending on
                  (the “Termination Date”), unless sooner terminated as provided herein.

         (g)      "Base Monthly Rent": Shall mean           and         /100 ($     ) for the period from       through
                          and        and        /100 ($       ) for the period from        through the end of the Lease
                  Term which amounts are payable on or before the first day of each calendar month at the office of
                  Landlord during the Lease Term without prior demand, subject to adjustment as hereinafter provided,
                  provided that the Base Monthly Rent for the first full calendar month of the Lease Term and any
                  partial calendar month at the beginning of the Lease Term shall be payable upon the execution of this
                  Lease by Tenant. Base Monthly Rent for any partial month shall be prorated.

                  Should Tenant collect rent from a subtenant approved by Landlord for any portion of suite        and
                  supporting area or suite       ’s percentage of the common area of the Premises during the initial six
                  months of the Lease Term, Tenant shall promptly pay Landlord such amount collected.

         (h)      "Security Deposit": the sum of $       .

         (i)      "Permitted Use": General office use.

         (j)      “Utilities Charge”:

         (k)      All Base Monthly Rent, additional rent and other charges due hereunder shall be made payable to the
                  order of      or such other party as Landlord may direct.

2.        Granting Clause. Subject to and upon the terms herein set forth, Landlord leases to Tenant and Tenant
leases from Landlord the Premises, together with the right, in common with others, to use the common areas of the
Building.

3.      Services by Landlord. Landlord, so long as Tenant is not in default under this Lease, agrees to furnish to
Tenant during the Lease Term the following services:

         (a)      Hot and cold water at the points of supply provided for the public use of tenants.

         (b)      Heat and air conditioning in season as currently provided for in the Premises at such times, at such
                  temperatures, and in such amounts as are considered by Landlord to be standard for the Building.
                  Service for any nonstandard hours shall be requested by Tenant in writing with reasonable notice and
                  shall be billed at rates determined by Landlord.

         (c)      Electric lighting for the Premises public areas and special service areas of the Building in the manner
                  and to the extent deemed by Landlord to be standard.

         Failure to furnish or stoppage of any of the above services shall not render Landlord liable in any respect for
damages to person, property or business. Any such failure or stoppage shall not be construed as constructive eviction
of Tenant, grounds for an abatement of rent, or relieve Tenant from the fulfillment of any term, covenant, or agreement
under this Lease. Should any equipment or machinery used in providing the above services break down or for any
cause cease to function properly, then, if Landlord is obligated hereunder to provide such services, Landlord shall use
reasonable diligence to repair the same promptly.

4.       Payments.

         (a)      Tenant shall pay to Landlord all rents and other sums required to be paid under this Lease without
                  demand, setoff or deduction whatsoever at the times and in the manner provided. The obligation of
                  Tenant to pay Rent is an independent covenant, and no act or circumstance, whether constituting
                  breach of any covenant by Landlord or not, shall release Tenant of this obligation.

         (b)      Tenant shall pay to Landlord, as additional rent, all charges for any miscellaneous services, goods, or
                  materials furnished by Landlord at Tenant's request which are not required to be furnished by
                  Landlord under this Lease.

         (c)      Tenant shall pay to Landlord, as additional rent, any rent, sales or use tax or other similar taxes, if
                  any, levied or imposed by any city, state, county or other governmental body as a result of Tenant’s
                  occupancy, lease or use of the Premises.


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         (d)       In the event that payment of any amount required to be paid by Tenant pursuant to this Lease is not
                   made when due, a service fee of five percent (5%) of the delinquent amount will be due and payable
                   immediately to Landlord as additional rent, plus interest from the date such payment is due at fifteen
                   percent (15%) interest (the “Maximum Rate”) plus five percent (5%).

         (e)       All payments required from Tenant (except Base Monthly Rent) shall be deemed additional rent
                   hereunder. The Base Monthly Rent and additional rent hereinafter is referred to, collectively, as
                   "Rent".

5.        Transfer. Tenant shall not assign, sublease, transfer or encumber this Lease or any interest therein or
grant any license, concession or other right of occupancy of the Premises or any portion thereof or otherwise permit
the use of the Premises or any portion thereof by any party other than Tenant (any of which events is hereinafter
called a “Transfer”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s sole
discretion. Landlord shall have the right to transfer and assign, in whole or in part, all of its interests, rights, and
obligations hereunder and in the Building and the real estate associated therewith. Such transfers or assignments,
howsoever made, are to be fully respected and recognized by Tenant. Any such transfer shall operate to release
Landlord from liability under this Lease from and after the effective date thereof, except as it may relate to the period
prior to such effective date. This Lease shall inure to the benefit of the Landlord and its successors and assigns; and
with the written consent of Landlord first had, to the benefit of the heirs, executors and/or administrators, successors and
assigns of Tenant.

6.         Possession. If for any reason the Premises shall not be ready for occupancy by Tenant at the time of
commencement of this Lease, this Lease shall not be affected thereby and Tenant waives and releases all claims for
damages arising out of any such delay. No rent shall be payable for the period during which the Premises shall not be
ready for occupancy unless such delay is caused by Tenant. By moving into the Premises or taking possession thereof,
Tenant is deemed to have accepted the Premises and agreed that the Premises is in good order and satisfactory
condition, with no representation or warranty by Landlord as to the condition of the Premises or the Building or the
suitability thereof for Tenant’s use. Tenant by said act waives any and all defects therein.

7.        Indemnity, Liability and Loss or Damage. Landlord shall not be liable to Tenant or Tenant's agents,
employees, guests, invitees, or to any person claiming by, through or under Tenant for any injury to person, loss or
damage to property, or for loss or damage to business, occasioned by or through the acts or omissions of Landlord or
any other person, or by any other cause whatsoever except for Landlord's gross negligence or willful misconduct. To
the extent Landlord is not prevented by law from contracting against such liability, Tenant shall indemnify Landlord, its
principals, partners, members, agents, beneficiaries, and employees and save them harmless from all suits, actions,
damages, liabilities, and expenses relating to the loss of life, bodily or personal injury, or property damage arising from
or out of any occurrence in, upon, at, or from the Premises or Tenant’s use and occupancy thereof. If Landlord shall,
without fault on its part, be made a party to any action commenced by or against Tenant, Tenant shall protect and hold
Landlord harmless and shall pay all of Landlord’s costs and expenses associated therewith, including, without limitation,
reasonable attorneys’ fees. If the Building shall be so damaged by fire or other casualty that, in Landlord’s reasonable
judgment, substantial alteration or reconstruction of the Building shall be required, or if the Premises has been
damaged, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty
(30) days after the date of such casualty. Such termination shall be effective (i) as of the date of fire or casualty with
respect to any portion of the Premises that was rendered untenantable, and (ii) as of the effective date of termination
specified in Landlord’s notice with respect to any portion of the Premises that remain tenantable. If this Lease is not so
terminated by Landlord, Landlord shall proceed with reasonable diligence to restore the Premises and the Building, and
Tenant shall receive an appropriate diminution of rent for that portion of the Premises which is untenantable.

8.       Legal Use. Tenant will not occupy or use, nor permit any portion of the Premises to be occupied or used for
any purpose other than the Permitted Use specified in the Definitions and Basic Provisions portion of this Lease, nor for
any business or purpose which is unlawful in part or in whole or deemed to be disreputable or hazardous in any manner.
Tenant will conduct its business and control its agents, employees, and invitees in such a manner so as not to create
any nuisance, interfere with, annoy, or disturb other tenants or Landlord in the management of the Building. Tenant will
maintain the Premises in a clean and healthful condition and comply with all laws, ordinances, orders, rules, and
regulations (state, federal, municipal, and other entities asserting jurisdiction over the Premises) with reference to the
use of and the occupancy of the Premises.

9.         Insurance. During the term of this Lease and any extension thereof, Tenant at its own cost and expense, shall
maintain and provide Commercial General Liability insurance coverage for the benefit and protection of Landlord and
Tenant, naming both as insureds in an amount not less than $500,000.00 Combined Single Limit per occurrence with an
aggregate of $1,000,000.00. Tenant shall also carry "all risk" physical loss insurance coverage for the full replacement
cost of all items of Tenant's personal property in, on or about the Premises. All insurance provided hereunder shall be
secured from responsible companies acceptable to Landlord and qualified to do business in the state where the
Premises are located. Prior to the Commencement Date of the Lease Term, Tenant shall furnish Landlord with
certificates evidencing such coverage and stating that such coverage may not be changed or canceled by the insurer or
Tenant without at least thirty (30) days prior written notice to Landlord.

10.       Waiver of Subrogation. The parties hereby intend that the risks of loss, damage, and injury in connection
with this Lease, Landlord's ownership and operation of the Building, and Tenant's leasing and occupancy of the
Premises are to be allocated as far as possible to insurance. Therefore, Landlord and Tenant each hereby waive all
claims, actions, and demands against each other, and each hereby releases the other from all liability, to the maximum
extent permitted by law, for any loss, damage or injury to business, persons or property of any kind or nature, to the
extent such loss, damage, or injury is compensated by insurance or required to be insured hereunder. The foregoing
waivers shall not apply to the extent such waivers would operate to invalidate or preclude recovery under any policies of
insurance or where endorsements to such insurance policies recognizing such waivers are not available at reasonable
cost.
11.       Alterations, Additions, Improvements. Tenant shall not make alterations in or additions or improvements to
the Premises without Landlord's prior written consent. All such work shall: (a) be at Tenant's expense; (b) comply with
all insurance requirements and with all applicable ordinances, regulations, and statutes of the jurisdictions in which the
Premises are located; (c) in Landlord's judgment, be performed in a good and workmanlike manner, in accordance with
sound building practices; and (d) not interfere with other tenants' use of their premises within the Building. All required
working drawings and specifications shall be prepared at Tenant's expense by an architect, space planner, or engineer
approved by Landlord. Tenant shall pay any increase in taxes resulting from such improvements. Before undertaking
any alterations or construction, Tenant shall pay for and deliver to Landlord a public liability policy insuring Landlord and
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Tenant against any liability which may arise on account of such proposed alterations or construction work in a form and
amounts reasonably acceptable to Landlord. All such alterations, additions or improvements installed by Tenant on the
Premises shall be performed using new or completely reconditioned materials and, except as otherwise provided herein,
shall remain the property of Landlord.

12.      Landlord Rights. This Lease does not grant any rights to light or air over or about the Building. Landlord shall
have the right at any time to alter, repair, or improve any portion of the Premises and the Building. Tenant will permit
Landlord, its respective officers, agents and representatives to enter into and upon all parts of the Premises, at all
reasonable hours, to inspect, clean, repair, make alterations and additions as Landlord may deem necessary, and for
any other valid business reason. Landlord and its representatives for any such purpose may enter on and about the
Premises or the Building with building materials, and erect scaffolding and all other necessary structures. Tenant shall
not be entitled to any abatement or reduction of rent by reason thereof and Tenant waives any claim for any damage or
inconvenience which may thereby arise.

13.       Liens by Tenant. Tenant shall keep the Premises, the Building and the real estate of which the Building forms
a part free from any liens arising out of any work performed by, materials furnished to, or obligations incurred by Tenant.
In the event any such lien is imposed against the Premises or Building and if Tenant does not cause the lien to be
released within ten (10) days following the imposition of any such lien, Landlord may cause the same to be released by
such means as it shall deem proper. All sums paid by Landlord and all expenses incurred by it in connection therewith
shall automatically create an obligation of Tenant to pay, on demand, an equivalent amount times two (2). No work
which Landlord permits Tenant to perform shall be deemed to be for the immediate use and benefit of Landlord, and no
mechanic's or other lien shall be allowed against the estate of Landlord by reason of its consent to such work.

14.       Repairs and Re-entry; Surrender. Tenant will, at Tenant's own cost and expense, keep the Premises in
sound condition and good repair, and shall repair or replace any damage or injury done to the Building or any part
thereof by Tenant or Tenant's employees, servants, agents, contractors or invitees. If Tenant fails to make such repairs
or replacements within fifteen (15) days of occurrence, Landlord may, at its option, make such repairs or replacements,
and Tenant shall repay all costs thereof, plus a ten percent (10%) administrative fee, to Landlord on demand. Tenant
will not commit or allow any waste or damage to be committed on any portion of the Premises. Tenant shall at
termination of this Lease, by lapse of time or otherwise, deliver up said Premises to Landlord in as good condition as it
was as of the date of possession (ordinary wear and tear excepted) and Landlord shall have the right to re-enter and
resume possession of the Premises whether or not the Premises have been vacated by Tenant.

15.      Signage. Tenant will not place, suffer to be placed, or maintain on any exterior door, wall, or window of the
Premises or the Building any sign, awning, canopy, advertising matter, or any other thing of any kind without first
obtaining Landlord's written approval. If such approval is granted by Landlord, Tenant shall maintain such item(s) in
good condition at all times.

16.      Attorneys’ Fees. In case Tenant defaults in the performance of any of the terms, covenants, agreements, or
conditions contained in this Lease, and Landlord places the enforcement of this Lease, or any part thereof, in the hands
of an attorney or files suit upon the same, Tenant agrees to pay any and all of Landlord's costs and expenses
associated therewith, including, without limitation, reasonable attorneys’ fees.

17.      Lien for Rent. In consideration of the mutual benefits arising by virtue of this Lease, Tenant does hereby grant
to Landlord an express contract lien on and a security interest in all property of Tenant now or hereafter placed in or
upon the Premises (except such property or merchandise as may be exchanged, replaced, or sold from time to time in
the ordinary course of Tenant's operations or trade) and also upon all proceeds of any insurance which may accrue to
Tenant by reason of damage or destruction of any such property. Said property is hereby subjected to a lien in favor of
Landlord and shall be and remain subject to such a lien for the payment of all rents and other sums agreed to be paid by
Tenant herein. Said lien shall be in addition to and cumulative of the Landlord's lien provided by law.

18.        Security Deposit. The Security Deposit shall be delivered to Landlord upon the execution of this Lease by
Tenant and shall be held by Landlord without liability for interest (except as required by law) and as security for the
performance of Tenant’s obligations under this Lease Upon the occurrence of any default by Tenant, Landlord may,
from time to time without prejudice to any other remedy, use the Security Deposit to the extent necessary to make good
any arrearage of rent and any other damage, injury, expense, or liability caused to Landlord by such default. Said
Security Deposit shall not be considered an advance payment of any rent or a measure of Landlord's damage in case of
default by Tenant. Following any such application of the Security Deposit, Tenant shall pay to Landlord on demand
the amount so applied in order to restore the Security Deposit to its original amount. Said Security Deposit shall be
refunded to Tenant after the termination of this Lease and after all obligations of Tenant under the Lease have been
fulfilled. If Landlord transfers its interest in the Premises during the Lease Term, Landlord may assign the Security
Deposit to the transferee and thereafter shall have no further liability for the return of such Security Deposit.
Landlord shall not be required to keep the Security Deposit separate from its other accounts except as may be
required by law.

19.     Limitation of Landlord’s Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED
IN THIS LEASE, THE LIABILITY OF LANDLORD (AND OF ANY SUCCESSOR LANDLORD HEREUNDER) TO
TENANT SHALL BE LIMITED TO THE INTEREST OF LANDLORD IN THE BUILDING, AND TENANT AGREES TO
LOOK SOLELY TO LANDLORD’S INTEREST IN THE BUILDING FOR THE RECOVERY OF ANY JUDGMENT OR
AWARD AGAINST THE LANDLORD, IT BEING INTENDED THAT NEITHER LANDLORD NOR ANY MEMBER,
PRINCIPAL, PARTNER, SHAREHOLDER, OFFICER, DIRECTOR OR BENEFICIARY OF LANDLORD SHALL BE
PERSONALLY LIABLE FOR ANY JUDGMENT OR DEFICIENCY. TENANT HEREBY COVENANTS THAT, PRIOR
TO THE FILING OF ANY SUIT FOR AN ALLEGED DEFAULT BY LANDLORD HEREUNDER, IT SHALL GIVE
LANDLORD AND ALL MORTGAGEES WHOM TENANT HAS BEEN NOTIFIED HOLD MORTGAGES OR DEED OF
TRUST LIENS ON THE PROPERTY, BUILDING OR PREMISES NOTICE AND REASONABLE TIME TO CURE
SUCH ALLEGED DEFAULT BY LANDLORD.

20.      Notices. Any notice required or permitted to be given hereunder by one party to the other shall be deemed to
be given when personally delivered, or mailed by registered or certified mail with return receipt requested, or sent by a
national overnight courier service to the respective party to whom notice is intended to be given at the appropriate
address provided in Section 1. Any notice under this Lease delivered by registered or certified mail shall be deemed
to have been given, delivered and effective on the earlier of (a) the third day following the day on which the same
shall have been mailed with sufficient postage prepaid or (b) the delivery date or refusal date indicated on the return
receipt. Notice sent by overnight courier service shall be deemed given, delivered and effective upon the day after
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such notice is delivered to or picked up by the overnight courier service. Notice sent by personal delivery shall be
deemed given, delivered and effective upon the date actually delivered or refused.

21.      Brokers. Tenant represents and warrants to Landlord that neither it, its officers, agents, nor anyone on its
behalf has dealt with any real estate broker in the negotiation or making of this Lease. Tenant agrees to indemnify and
hold Landlord harmless from the claim or claims of any broker or brokers claiming to have interested Tenant in the
Building or Premises or claiming to have caused Tenant to enter into this Lease.

22.       Rules of the Building. Tenant, Tenant's agents, employees, and invitees will comply fully with the rules and
regulations of the Building either attached hereto or delivered to Tenant by Landlord. Landlord shall at all times have the
right to change such rules and regulations in such reasonable manner as may be deemed advisable for the safety, care,
cleanliness of the Building, its tenanted areas, and the preservation of good order therein. All such changes will be
forwarded to Tenant in writing and shall be carried out and observed by Tenant.

23.       Holding Over. In the event of holding over by Tenant after expiration or other termination of this Lease,
occupancy of the Premises subsequent to such termination or expiration shall be that of a tenancy at sufferance and
in no event for month-to-month or year-to-year, but Tenant shall, throughout the entire holdover period, be subject to
all the terms and provisions of this Lease and shall pay for its use and occupancy an amount (on a per month basis
without reduction for any partial months during any such holdover) equal to 150% the sum of the Base Monthly Rent
and additional rent due for the period immediately preceding such holding over, provided that in no event shall Base
Monthly Rent and additional rent during the holdover period be less than the fair market rental for the Premises. No
holding over by Tenant or payments of money by Tenant to Landlord after the expiration of the term of this Lease
shall be construed to extend the Lease Term or prevent Landlord from recovery of immediate possession of the
Premises by summary proceedings or otherwise. In addition to the obligation to pay the amounts set forth above
during any such holdover period, Tenant also shall be liable to Landlord for all damage, including any consequential
damage, which Landlord may suffer by reason of any holding over by Tenant, and Tenant shall indemnify Landlord
against any and all claims made by any other tenant or prospective tenant against Landlord for delay by Landlord in
delivering possession of the Premises to such other tenant or prospective tenant.

24.       Defaults and Remedies. If: (a) Tenant fails to comply with any term, provision, condition, or covenant of this
Lease or any of the rules and regulations now or hereafter established for the Building by Landlord; or (b) Tenant
abandons or vacates the Premises; or (c) any petition is filed by or against Tenant under any section or chapter of the
Federal Bankruptcy Act, as amended, or under any similar law or statute of the United States or of any state thereof; or
(d) Tenant becomes insolvent or makes a transfer in fraud of creditors; or (e) Tenant makes an assignment for benefit of
creditors; or (f) a receiver is appointed for Tenant or any of the assets of Tenant, Landlord shall have the option to do
any one or more of the following without notice in addition to and not in limitation of any other remedy permitted by law
or by this Lease:

         (i)      Terminate this Lease, in which event Tenant shall immediately surrender the Premises to Landlord. If
                  Tenant shall fail to do so, Landlord may, without notice or prejudice to any other remedy Landlord
                  may have for possession and/or for arrearage in rent, enter upon and take possession of the
                  Premises and expel or remove Tenant and its effects, without being liable for prosecution or any claim
                  for damages. Tenant agrees to indemnify Landlord for all loss, damage, and expense, including any
                  reasonable attorneys’ fees which Landlord may incur by reason of such termination.

         (ii)     Enter upon and take possession of the Premises, without terminating this Lease and without being
                  liable for prosecution or any claim for damages. Landlord may relet the Premises as the agent of the
                  Tenant and receive the rent therefor. The failure or refusal of Landlord to relet the Premises shall not
                  release or affect Tenant's liability for all Rent or for any and all such damages involved.

         (iii)    Enforce Tenant's specific performance of each and every provision of this Lease.

          Landlord may, as agent of Tenant, do whatever Tenant is obligated to do by the provisions of this Lease and
may enter the Premises without being liable for prosecution or any claim for damages therefor, in order to accomplish
this purpose. Tenant agrees to reimburse Landlord immediately upon demand for any expenses and costs, including,
without limitation, reasonable attorneys’ fees, which Landlord may incur in effecting compliance with this Lease on
behalf of Tenant. Tenant further agrees that Landlord shall not be liable for any damages resulting to Tenant from such
action, whether caused by the negligence of Landlord or otherwise.

         Failure by Landlord to declare any default immediately upon occurrence thereof, or delay in taking any action in
connection therewith, shall not waive such default, but Landlord shall have the right to declare any such default at any
time and take action as might be lawful or authorized hereunder, either in law or in equity. Pursuit of any of the
foregoing remedies shall not preclude pursuit of any of the other remedies.

25.      No Waiver. No act or thing done by Landlord or its agents during the term hereof shall be deemed an
acceptance of a surrender of the Premises. The acceptance of Rent by Landlord with knowledge of the breach of any
covenant contained in this Lease and/or the failure of Landlord to enforce any of the rules and regulations against
Tenant (or any other tenant) shall not be deemed a waiver. Any agreement to accept a surrender of the Premises or
accept a waiver of said covenants, rules and regulations by Landlord shall not be valid unless made in writing and
signed by Landlord. The mention in this Lease or the pursuit of any particular remedy shall not preclude Landlord from
any other remedy Landlord might have, either in law or in equity.

26       Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate
to any mortgage, deed of trust, ground lease or other lien presently existing or hereafter arising upon the Premises
or upon the Building and to any renewals, modifications, refinancings and extensions thereof (any such mortgage,
deed of trust, lease or other lien being hereinafter referred to as a “Mortgage”, and the person or entity having the
benefit of same being referred to hereinafter as a “Mortgagee”), but Tenant agrees that any such Mortgagee shall
have the right at any time to subordinate such Mortgage to this Lease on such terms and subject to such conditions
as such Mortgagee may deem appropriate in its discretion. This clause shall be self-operative and no further
instrument of subordination shall be required. However, Landlord is hereby irrevocably vested with full power and
authority to subordinate this Lease to any Mortgage, and Tenant agrees upon demand to execute such further
instruments subordinating this Lease, acknowledging the subordination of this Lease or attorning to the holder of any
such Mortgage as Landlord may request. The terms of this Lease are subject to approval by the Landlord’s existing
lender(s) and any lender(s) who, at the time of the execution of this Lease, have committed or are considering
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committing to Landlord to make a loan secured by all or any portion of the Building or the underlying real estate and
such approval is a condition precedent to Landlord’s obligations hereunder. If any person shall succeed to all or part
of Landlord’s interest in the Premises, whether by purchase, foreclosure, deed in lieu of foreclosure, power of sale,
termination of lease or otherwise, then if and as so requested or required by such successor-in-interest, Tenant
shall, without charge, attorn to such successor-in-interest. Tenant agrees that it will from time to time upon request
by Landlord and, within five (5) days of the date of such request, execute and deliver to such persons as Landlord
shall request an estoppel certificate or other similar statement in recordable form certifying that this Lease is
unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as
so modified), stating the dates to which Rent and other charges payable under this Lease have been paid, stating
that Landlord is not in default hereunder (or if Tenant alleges a default, stating the nature of such alleged default)
and further stating such other matters as Landlord shall reasonably require.

27.      Miscellaneous.

         (a)      If any term or provision of this Lease shall, to any extent, be invalid or unenforceable, the
                  remainder of this Lease shall not be affected thereby, and each term and provision of this Lease
                  shall be valid and enforced to the fullest extent permitted by law.

         (b)      Tenant agrees not to record this Lease or any memorandum hereof.

         (c)      This Lease and the rights and obligations of the parties hereto shall be interpreted, construed, and
                  enforced in accordance with the laws of the state in which the Building is located.

         (d)      If there is more than one Tenant, or if the Tenant is comprised of more than one person or entity,
                  the obligations hereunder imposed upon Tenant shall be joint and several obligations of all such
                  parties. All notices, payments, and agreements given or made by, with or to any one of such
                  persons or entities shall be deemed to have been given or made by, with or to all of them.

         (e)      In the event Tenant is a corporation (including any form of professional association), partnership
                  (general or limited), or other form of organization other than an individual (each such entity is
                  individually referred to herein as an “Organizational Entity”), then each individual executing or
                  attesting this Lease on behalf of Tenant hereby covenants, warrants and represents: (1) that such
                  individual is duly authorized to execute or attest and deliver this Lease on behalf of Tenant in
                  accordance with the organizational documents of Tenant; (2) that this Lease is binding upon
                  Tenant; and (3) that Tenant is duly organized and legally existing in the state of its organization,
                  and is qualified to do business in the state in which the Premises is located.

         (f)      Except as expressly otherwise herein provided, with respect to all required acts of Tenant, time is
                  of the essence of this Lease. This Lease shall create the relationship of Landlord and Tenant
                  between the parties hereto. In the event the Building is located in the state of Georgia, no estate
                  shall pass out of Landlord and Tenant shall have only a usufruct, not subject to purchase or sale,
                  which may not be assigned by Tenant except as expressly provided in this Lease.

         (g)      Notwithstanding anything to the contrary contained in this Lease, the expiration of the Lease Term,
                  whether by lapse of time or otherwise, shall not relieve Tenant from Tenant’s obligations accruing
                  prior to the expiration of the Lease Term, and such obligations shall survive any such expiration or
                  other termination of the Lease Term.

         (h)      The headings and titles to the paragraphs of this Lease are for convenience only and shall have no
                  effect upon the construction or interpretation of any part hereof.

28.      Renewal Options:

(a)               Tenant, provided it is not in default, shall have the right to extend the Lease Term for
                  additional period of        (      ) years (the “Renewal Term”), Such Renewal Option shall be
                  exercised by providing written notice to Landlord on or before six 6 months prior to the expiration
                  date of the original Lease Term.

(b)               The Base Rental rate per rentable square foot for the Premises during the Renewal Term shall be
                  the prevailing market rate for such space as determined in Landlord’s reasonable judgment.

(c)               Tenant shall pay Additional Base Rental for the Premises during the Renewal Term in accordance
                  with the terms of this Lease.

(d)               If Tenant is entitled to and properly exercises its Renewal Option, Landlord shall prepare an
                  amendment (the “Renewal Amendment”) to reflect changes in the Base Rental, Lease Term,
                  Termination Date and other appropriate terms. Tenant shall execute and return such Renewal
                  Amendment to Landlord within fifteen (15) days after Tenant’s receipt thereof from Landlord.

29.      Entire Agreement. This Lease Agreement, including the following Exhibits:


                  Exhibit A          - Outline and Location of Premises

                  constitutes the entire agreement between the parties hereto with respect to the subject matter of
                  this Lease and supersedes all prior agreements and understandings between the parties related to
                  the Premises, including all lease proposals, letters of intent and similar documents. TENANT
                  EXPRESSLY ACKNOWLEDGES AND AGREES THAT LANDLORD HAS NOT MADE AND IS
                  NOT MAKING, AND TENANT, IN EXECUTING AND DELIVERING THIS LEASE, IS NOT
                  RELYING UPON, ANY WARRANTIES, REPRESENTATIONS, PROMISES OR STATEMENTS,
                  EXCEPT TO THE EXTENT THAT THE SAME ARE EXPRESSLY SET FORTH IN THIS LEASE.
                  ALL UNDERSTANDINGS AND AGREEMENTS HERETOFORE MADE BETWEEN THE PARTIES
                  ARE MERGED IN THIS LEASE WHICH ALONE FULLY AND COMPLETELY EXPRESSES THE
                  AGREEMENT OF THE PARTIES, NEITHER PARTY RELYING UPON ANY STATEMENT OR

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                                                            5
                  REPRESENTATION NOT EMBODIED IN THIS LEASE. THIS LEASE MAY BE MODIFIED ONLY
                  BY A WRITTEN AGREEMENT SIGNED BY LANDLORD AND TENANT. LANDLORD AND
                  TENANT EXPRESSLY AGREE THAT THERE ARE AND SHALL BE NO IMPLIED WARRANTIES
                  OF MERCHANTABILITY, HABITABILITY, SUITABILITY, FITNESS FOR A PARTICULAR
                  PURPOSE OR OF ANY OTHER KIND ARISING OUT OF THIS LEASE, ALL OF WHICH ARE
                  HEREBY WAIVED BY TENANT, AND THAT THERE ARE NO WARRANTIES WHICH EXTEND
                  BEYOND THOSE EXPRESSLY SET FORTH IN THIS LEASE.


        IN WITNESS WHEREOF, the parties have caused this Lease to be executed as of the day and year first
above written.



LANDLORD:


By:

Name:

Date:




TENANT:


By:

Name:

Title:




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                                                           6
                                                      Exhibit A

                                                     Premises




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