{"id":41692,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/110-wynn-drive-huntsville-al-lease-research-park-ge-tenancy.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"110-wynn-drive-huntsville-al-lease-research-park-ge-tenancy","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/land\/110-wynn-drive-huntsville-al-lease-research-park-ge-tenancy.html","title":{"rendered":"110 Wynn Drive (Huntsville, AL) Lease &#8211; Research Park\/GE Tenancy In Common and PEI Electronics Inc."},"content":{"rendered":"<pre>STATE OF ALABAMA\n\nCOUNTY OF MADISON\n\n\n                                 LEASE AGREEMENT\n                                 ---------------\n\n         THIS LEASE AGREEMENT (this \"LEASE\") made and entered into on this 26TH\nday of March, 2001, by and between RESEARCH PARK\/GE TENANCY IN COMMON\nhereinafter referred to as \"LESSOR,\" and PEI ELECTRONICS, INC., hereinafter\nreferred to as \"LESSEE\".\n\n                              W I T N E S S E T H :\n\n         WHEREAS, Lessor and Lessee desire to enter into a lease agreement with\nregard to a portion of the property located at 110 Wynn Drive, Huntsville,\nAlabama.\n\n         NOW, THEREFORE, in consideration of the premises and the mutual\ncovenants herein contained, it is agreed as follows:\n\n         1. DEMISED PREMISES: Lessor does hereby lease unto Lessee approximately\n192,485 square feet of space located in buildings located at 110 Wynn Drive,\nHuntsville, Alabama, which leased space is more particularly shown on the plan\nattached hereto and identified as EXHIBIT \"A\", which lease space shall\nhereinafter be referred to as the \"Demised Premises\". The Demised Premises are\nlocated on real property in Huntsville, Alabama, more particularly described on\nEXHIBIT \"B\" attached hereto (the \"Property\").\n\n         2. TERM: The term of this lease shall begin on May 1, 2001, or when \nLessor begins $600,000 of tenant improvements, and shall end seven years after\neffective date of lease.\n\n         3. CONTINGENCY: This Lease and the obligations of the parties hereunder\nis expressly contingent upon the following events (the \"Contingency\"):\n\n         a.       Lessor presenting to Lessee a contract, on or before May 1,\n                  2001, acceptable to Lessee in its discretion, for the purchase\n                  of either (i) the BellSouth property located immediately to\n                  the west of the Demised Premises, (ii) or the Redstone Federal\n                  Credit Union Property located immediately north of the\n                  BellSouth Property, (iii) or the M&amp;M Securities property\n                  located immediately south of the PEI Electronics property.\n\n         In the event Contingency is not satisfied by May 1, 2001, PEI\nElectronics has an option to terminate the lease, extend the period to obtain a\ncontract, or remove Contingency.\n\n         4. TITLE AND POSSESSION: Lessor covenants that it has good title to the\nDemised Premises, subject, however, to easements of record; zoning regulations\nof the City of Huntsville as such may apply to the Demised Premises; outstanding\nMortgages to New England\n\n\n\nLife Insurance Company, and restrictive covenants set forth in the deed from the\nUniversity of Alabama Huntsville Foundation, which deed is recorded in Deed Book\n387, page 243, Probate Records of Madison County, Alabama, and other\nrestrictions of record.\n\n         Lessor further covenants to keep the Lessee in the quiet possession of\nthe premises during the aforesaid term, provided Lessee shall comply with all of\nthe provisions of this lease.\n\n         5A. USE OF PREMISES: Except as otherwise provided in the Lease, Lessee\nshall have the right to use the Demised Premises for any and all lawful\npurposes; subject, however, to the zoning regulations and restrictive covenants\nhereinabove referred to in the next preceding paragraph.\n\n         Lessee shall fully and promptly comply with the valid requirements of\npublic authorities regarding the manner of the conduct of the Lessee's business\non the Demised Premises, and Lessee agrees that it shall not maintain a nuisance\non such premises.\n\n         5B. LESSEE RESTRICTIONS:\n\n         (a) Lessee shall not use or permit the use of the Premises, including,\nwithout limitation, the groundwater on or under the Premises, in violation of\nany federal, state or local laws, ordinances or regulations, now or hereafter in\neffect, relating to environmental matters, industrial hygiene, occupational\nhealth or hazardous materials (hereafter \"Environmental Laws\"). Lessee shall not\ninstall or use on, under or about the premises any underground storage tanks or\ndispose of any waste materials on, under or about the Premises. Lessee shall not\nuse the Premises for the importation, storage (longer than 90 days),\nmanufacture, refining, production or treatment of hazardous substances,\nhazardous materials, hazardous waste, oil (or any fraction thereof), or toxic\nsubstances as defined in any federal, state or local laws, ordinances or\nregulations now or hereafter in effect (collectively \"Hazardous Substances\").\nLessee agrees not to introduce any significant (meaning in excess of any local,\nstate or federal standard) amount of hazardous substances onto the Demised\nPremises without the express written consent of the Lessor. Lessee shall only\nhandle, store or use Hazardous Substances in the minimum quantities practicable\nfor its operations. The foregoing restrictions shall not in any way be construed\nto limit or affect Lessee's obligation under this Lease to comply with\napplicable law or indemnify Lessor against any harm or damage caused by such\nsubstances.\n\n         (b) No spill, deposit, emission, leakage or other release of Hazardous\nSubstance into the soils, groundwater, surface waters, buildings or structures\nshall be deemed \"ordinary wear and tear\", and Lessee shall be responsible to\npromptly and, to the extent required by applicable law, cleanup any such release\nas shall occur at the Premises during the term of the Lease and shall surrender\nthe Premises free of any significant (meaning in excess of amounts allowed by\napplicable law) contamination or damage caused by such occurrences during the\nterm of this Lease. Lessee further covenants that Lessee will be responsible for\nthe cost of any environmental contamination including but not limited to\ninspection by reputable firms, any cleanup or other procedures to eradicate\nhazardous materials and any follow up inspection by qualified firms.\n\n         (c) Lessee shall immediately advise Lessor in writing of:\n\n\n                                       2\n\n\n                  i) any and all enforcement, cleanup, removal, mitigation or \nother governmental or regulatory actions instituted or threatened pursuant to\nany Environmental Laws affecting the Premises;\n\n                  ii) any and all claims made or threatened by any third party\nrelating to damage, contribution, cost recovery, compensation, loss or injury\nresulting from any Hazardous Substances allegedly arising from the Premises;\n\n                  iii) Lessee's discovery of any occurrence or condition on the\nPremises which could subject the premises to any liabilities or any restriction\non ownership, occupancy, transferability or use of the Premises under the\nEnvironmental Laws.\n\n         (d) Lessee shall permit Lessor and his agents to enter into and upon\nthe Premises, without notice, at all reasonable times for the purpose of\ninspecting the Premises and all activities thereon, including without\nlimitation, activities related to Hazardous Substances.\n\n         5C. LESSOR WARRANTY:\n\n         Lessor agrees to indemnify and hold harmless Lessee from any and all\nclaims, damages, fines, judgments, penalties, costs, liabilities, or losses,\nincluding reasonable litigation expenses, whether arising during or after the\nterm of this lease, relating to any Hazardous Substance not introduced into or\nused on the premises by Lessee (whether before or during the term of this Lease)\nor, to the extent Lessee can otherwise show, any Hazardous Substance which does\nnot result from Lessee's lease or use of the Premises. Lessee agrees to provide\nprompt notice of any such claim to Lessor and to tender the defense, at Lessor's\nsole option, of any such claim to Lessor.\n\n         6. RENTAL:\n\n         A. INITIAL TERM: Lessee covenants and agrees to pay Lessor as rent for\nthe Demised Premises the sum of One Hundred Twenty Thousand Three Hundred Three\nand 13\/100 ($120,303.13) dollars per month payable in advance on or before the\nfirst (1st) day of each calendar month, with the first such payment due and\npayable May 1, 2001 and a like payment on the first day of each month thereafter\nthrough April 1, 2008. Rent shall increase each Lease Year by one and one half\npercent (1.5%) over the rent for the then ending Lease Year. As used herein,\n\"Lease Year\" shall mean each twelve (12) month period beginning on May l and\nending on the following April 30.\n\n         B. OPTION FOR ADDITIONAL TERM: The Lessor hereby grants to the Lessee\none (1) option for five (5) years to renew this Lease under the same terms and\nconditions as herein set forth and at the rental rate set forth in Paragraph 6A.\nabove (the \"OPTION\").\n\n         In order to exercise the Option, the Lessee shall give the Lessor\nnotice in writing of its election to exercise the Option at least nine (9)\nmonths prior to the termination of the initial term of this Lease.\n\n         7. TENANT IMPROVEMENTS: Lessor shall provide $600,000 (the \"Allowance\")\nto be used for such tenant improvements to the Premises as set out more\nparticularly on EXHIBIT \n\n\n                                       3\n\n\nC attached hereto and incorporated herein by reference (the \"Improvements\").\nLessor shall complete the Improvements on or before June, 2001. In the event the\ntotal cost of the Improvements exceeds the Allowance, Lessee shall pay for such\noverage. In addition, Lessor shall provide furniture systems for the Premises in\nan amount not to exceed $275,000 (the \"Furniture Systems\"), such systems to be\nreasonably satisfactory to the Lessee. The Furniture Systems shall become the\nproperty of PEI Electronics at the expiration of the Lease. A list of the\nFurniture Systems to be provided is attached hereto as EXHIBIT D.\n\n         8. ENTRY BY LESSOR: Lessor, through its agents or representatives,\nreserves the right to inspect said premises from time to time and to make\nrepairs that Lessor deems necessary, provided such inspections and repairs will\nin no way curtail or affect the operations of Lessee, and Lessor agrees to\nsubject itself and its agents and representatives to those reasonable measures\ndeemed necessary to Lessee to protect its security. Lessor and Lessor shall have\nthe further right to show the Demised Premises to prospective lenders, tenants,\nand purchasers, at any time during business hours, with 24 hour notice to\nLessee.\n\n         9. UTILITIES AND SERVICES: Lessee shall pay, when due, all bills for\ngas, water, sewer service, electricity, power, and any and all other utility\nservices used on or furnished to the Demised Premises.\n\n         10. SIGN: Lessee shall have the right to place a sign, identifying its\nbusiness, at a location to be agreed upon by the Lessor, provided said sign does\nno damage to the building or improvements on the premises. The design of such\nsign and its location, must be approved by the Lessor, which approval shall not\nbe unreasonably withheld.\n\n         11. DAMAGE OR LOSS OF PROPERTY: Lessor shall not be liable for the loss\nof any property of the Lessee from the Demised Premises or for any damage to any\nproperty of Lessee, however occurring.\n\n         12. INDEMNIFICATION BY LESSEE: Lessor shall not be liable to Lessee or\nLessee's employees, agents, patrons or visitors, or to any other person\nwhomsoever, for any injury to persons or damage to property on or about the\nDemised Premises, resulting from and\/or caused by the negligence or misconduct\nof Lessee, its agents, servants or employees, or any other persons entering upon\nthe Demised Premises, or caused by the buildings or improvements located on the\nreal estate on which the Demised Premises are located becoming out of repair, or\ncaused by any prior or future leakage of gas, oil, hazardous substances, water\nor steam, or by electricity emanating from the real estate or due to any cause\nwhatsoever, and Lessee hereby covenants and agrees that it will at all times\nindemnify and hold safe and harmless the Lessor and Lessor's agents and\nemployees from any loss, liability, claims, suits, costs, expenses, including,\nwithout limitation attorneys' fees and damages, both real and alleged, arising\nout of any such damage or injury; except injury to persons or damage to\nproperty, the sole cause of which is the negligence of the Lessor or the failure\nof the Lessor to repair any part of the Demised Premises which Lessor is\nobligated to repair and maintain hereunder within a reasonable time after the\nreceipt of written notice from Lessee of needed repairs. Lessee shall procure\nand maintain through the term of this sublease a policy or policies of\ninsurance, at its sole cost and expense, insuring against all claims, demands,\nor actions arising out of or in connection with: (i) Demised Premises; (ii) the\ncondition of the Demised Premises; (iii) Lessee's \n\n\n                                       4\n\n\noperations in and maintenance and use of the Demised Premises; and (iv) Lessee's\nability or policies to be in the amount of not less than $3,000,000 per\noccurrence in respect to injury to persons (including death) and in the amount\nof not less than $1,000,000 per occurrence in respect of property damage or\ndestruction, including loss of use thereof All such policies shall be procured\nby Lessee from responsible insurance companies. Certificate of Insurance\nevidencing such coverage shall be delivered to Lessor prior to the commencement\ndate of this Lease. Not less than fifteen days prior to the expiration date of\nany such policy, Certificates of Insurance evidencing renewal of insurance\npolicies for such coverage shall be delivered to Lessor. Such Certificates of\nInsurance shall further provide that not less than thirty days' written notice\nshall be given to Lessor before such policy may be canceled or changed to reduce\ninsurance provided thereby.\n\n         13. AD-VALOREM TAXES: Lessor shall pay all ad valorem taxes and special\nassessment taxes assessed or charged against or upon the Demised Premises,\nincluding taxes and assessments on or against the land and building, but Lessee\nshall pay such taxes or assessments against its personal property located in the\nleased building.\n\n         Notwithstanding anything herein to the contrary, if the Demised\nPremises cannot be maintained as a \"Project\" as that term is defined in Code of\nAlabama, 1975, Sections 11-54-80, et seq., then Lessee shall be obligated to pay\nto the Lessor on December 31 of every year during the term hereof an amount of\nmoney equal to the ad valorem taxes payable for the Demised Premises for said\nyear.\n\n         14. FIRE INSURANCE ON CONTENTS: Lessee agrees that it will carry fire\ninsurance with extended coverage on the contents of personal property to be\nlocated within the Demised Premises.\n\n         15. FIRE AND CASUALTY DAMAGE:\n\n         A. Lessor agrees, at its expense, to maintain insurance covering the\nbuilding in an amount not less than eighty percent (80%) (or such greater\npercentage as may be necessary to comply with the provisions of any co-insurance\nclauses of the policy) of the replacement cost thereof, insuring against the\nperils of Fire, Lightning, Extending Coverage, Endorsement to insure against all\nother Risks of Direct Physical Loss, such coverages and endorsements to be as\ndefined, provided and limited in the standard bureau forms prescribed by the\ninsurance regulatory authority for the State of Alabama for use by insurance\ncompanies admitted in Alabama for the writing of such insurance of risks located\nwithout such State. Subject to the provisions of subparagraph B and D below,\nsuch insurance shall be for the sole benefit of Lessor and under its sole\ncontrol.\n\n         B. If the building should be damaged by fire, tornado, or other\ncasualty, Lessee shall give immediate written notice thereof to Lessor.\n\n         C. If the building should be destroyed by fire, tornado, or other\ncasualty, or if it should be so damaged thereby that rebuilding or repairs\ncannot in Lessor's estimation be completed with two hundred (200) days after the\ndate upon which Lessor is notified by Lessee of \n\n\n                                       5\n\n\nsuch damage, this sublease shall terminate and the rent shall be abated during\nthe unexpired portion of this sublease, effective upon the date of the\noccurrence of such damage.\n\n         D. If the building should be damaged by any peril covered by the\ninsurance to be provided by Lessor under subparagraph A above, but only to such\nextent that rebuilding or repairs can in Lessor's estimation be completed within\ntwo hundred (200) days after the date upon which Lessor is notified by Lessee of\nsuch damage, this Lease shall not terminate, and Lessor shall at its sole cost\nand expense thereupon proceed with reasonable diligence to rebuild and repair\nthe Building to substantially the condition in which it existed prior to such\ndamage; except that Lessor shall not be required to rebuild, repair or replace\nany part of the partitions, fixtures, additions and other improvements which may\nhave been placed in, or about the Demised Premises by Lessee. If the Demised\nPremises are untenantable in whole or in part following such damage, the rent\npayable hereunder during the period in which they are untenantable shall be\nreduced to such extent as may be fair and reasonable under all of the\ncircumstances. In the event that Lessor should fail to complete such repairs or\nrebuilding within two hundred (200) days after the date upon which Lessor is\nnotified by Lessee of such damage, Lessee may at its option terminate this Lease\nby delivering written notice of termination to Lessor as Lessee's exclusive\nremedy, whereupon all rights and obligations hereunder shall cease and\nterminate.\n\n         E. Notwithstanding anything herein to the contrary, in the event the\nholder of any indebtedness secured by a mortgage or deed or trust covering the\nDemised Premises requires that the insurance proceeds be applied to such\nindebtedness, then Lessor shall have the right to terminate this Lease by\ndelivering written notice of termination to Lessee within fifteen (15) days\nafter such requirements are made by any such holder, whereupon all rights and\nobligations hereunder shall cease and terminate.\n\n         F. Anything in this Lease to the contrary notwithstanding, Lessor and\nLessee hereby waive and release each other of and from any and all rights of\nrecovery, claim, action or cause of action, against each other, their agents,\nofficers and employees, for any loss or damage that may occur to the Demised\nPremises, improvements to the building, or personal property (building contents\nwithin the building) by reason of fire or the elements regardless of cause or\norigin, including negligence of Lessor or Lessee and their agents, officers and\nemployees. Because this subparagraph will preclude the assignment of any claim\nmentioned in it by way of subrogation (or otherwise) to an insurance company (or\nany other person), each party to this lease and subsequent Lease agrees\nimmediately to give each insurance company which has issued to it policies of\nfire and extended coverage insurance, written notice of the terms of the mutual\nwaivers contained in this subparagraph, and to have the insurance policies\nproperly endorsed, if necessary, to prevent the invalidation of the insurance\ncoverages by reason of the mutual waivers contained in this subparagraph.\n\n         16. WAIVER OF SUBROGATION: Lessor shall not be liable for any damage to\nfixtures, equipment or other property of Lessee caused by fire or other\ninsurable hazards, regardless of the nature or cause, and Lessee expressly\nreleases Lessor from all liability for such damage. Lessee shall not be liable\nfor any damage to the Demised Premises caused by fire or other insurable hazards\nor to any portion of such premises, regardless of the nature or cause of \n\n\n                                       6\n\n\nthe fire or other hazards, and Lessor hereby expressly releases Lessee from all\nliability for such damage.\n\n         17. ALTERATIONS: Lessee may make non-structural alterations to the\nDemised Premises at its expense, except that written approval must first be\nobtained from Lessor, which approval will not be unreasonably withheld. All\nalterations must be approved by the Inspection Department of the City of\nHuntsville and shall become a part of the Demised Premises and be the property\nof Lessor, unless otherwise agreed to in writing by Lessor prior to the time\nthat said alterations are made. Lessee agrees to remove the non-structural\nalterations at the request of the Lessor.\n\n         Lessor shall have the right, but not the obligation, to make such\nalterations and modifications to the building or buildings in which the Demised\nPremises are located, and\/or all common areas surrounding the same, as Lessor\nmay elect, consistent with sound engineering and aesthetic landscaping\nprinciples.\n\n         18. CONDEMNATION: Should the entire Demised Premises, or such portion\nof the Demised Premises as would substantially interfere with the operation of\nthe business of the Lessee, be taken by the public authority under the power of\neminent domain, or like power, and should the parties hereto fail to agree upon\na new rental basis for the remaining portion, then this Lease shall terminate\neffective as of the date possession thereof shall be required to be delivered\npursuant to the final order, or judgment or decree entered in the proceedings in\nexercise of such power. All damages awarded for the taking of said premises or\nany part thereof, shall be payable in the full amount thereof to and the name\nshall be the property of the Lessor, including, but not limited to, any sum paid\nor payable as compensation for loss of value of the leasehold, and Lessee shall\nbe entitled only to that portion of the award expressly stated to have been made\nto it for a loss of business and the loss of value and cost of removal or stock,\nequipment and furniture owned and removable by the Lessee without damaging the\nbuilding.\n\n         19. ASSIGNMENT OR SUBLETTING: Lessee shall have the right to assign or\nsublease all or any part of the premises with the written approval of Lessor,\nwhich approval will not be unreasonably withheld.\n\n         20. DEFAULT: In the event Lessee fails to pay any installment of rental\nas it becomes due, Lessor may, after first giving ten (10) days' notice in\nwriting to Lessee of such default, terminate this lease and re-enter the leased\npremises by summary proceedings or otherwise expelling Lessee and removing all\nproperty therefrom.\n\n         With respect to any other violation or breach of this agreement other\nthan the payment of rental, Lessor shall give to Lessee thirty (30) days' notice\nin writing of such violation or breach and upon the failure of Lessee to correct\nsuch violation before the expiration of such thirty (30) days, Lessor shall have\nthe right of termination and re-entry as hereinabove provided.\n\n         In the event Lessee files a voluntary petition in bankruptcy or has an\ninvoluntary petition in bankruptcy filed against it and the petition is not\ndismissed within thirty (30) days after the filing thereof, or if Lessee becomes\na debtor in any plan or reorganization as allowed by the laws of the United\nStates or federal court, or if Lessee makes an assignment for the benefit of\n\n\n                                       7\n\n\ncreditors, then, in any one of such events, Lessor may, at its option, declare\nthe term of this Lease at an end and in any one of such events above named,\nLessee shall thereafter have no right of possession or interest in or to the\nleased premises.\n\n         In the event of the employment of an attorney by Lessor on account of\nthe violation of, or breach of, or in an endeavor to enforce any of the terms,\nprovisions, or conditions of this Lease, and Lessor prevails, Lessee agrees to\npay to Lessor a reasonable attorney's fee for the services of said attorney.\n\n         21. REMEDIES:\n\n         A. Upon the occurrence of any of such events of default described in\nParagraph 20 hereof, Lessor shall have the option to pursue any one or more of\nthe following remedies without any notice or demand whatsoever:\n\n         (i) To terminate this Lease, in which event Lessee shall immediately\nsurrender the Demised Premises to Lessor and if Lessee fails to do so, Lessor\nmay, without prejudice to any other remedy which it may have for possession or\narrearages in rent, enter upon and take possession of the Demised Premises and\nexpel or remove Lessee and any other person who may be occupying the Demised\nPremises or any part thereof, without being liable for prosecution of any claim\nof damages therefore,\n\n         (ii) Enter upon the Demised Premises, without being liable for\nprosecution of any claim for damages therefore, and do whatever Lessee is\nobligated to do under the terms of this Lease; and Lessee agrees to reimburse\nLessor on demand for any expenses which Lessor may incur in thus effecting\ncompliance with Lessee's obligation under this Lease, and Lessee further agrees\nthat Lessor shall not be liable for any damages resulting to the Lessee from\nsuch action, whether caused by the negligence of Lessor or otherwise;\n\n         B. In the event Lessor may elect to regain possession of the Demised\nPremises by a forcible detainer proceeding, Lessee hereby specifically waives\nany statutory notice which may be required prior to such proceeding, and agrees\nthat Lessor's execution of this Lease is, in part, consideration of this waiver.\n\n         C. Exercise by Lessor of any one or more remedies hereunder granted or\notherwise available shall not be deemed to be an acceptance of surrender of the\nDemised Premises by Lessee, whether by agreement or by operation of law, it\nbeing understood that such surrender can be effected only by the written\nagreement of Lessor and Lessee. No removal or other exercise of dominion by\nLessor over the property of Lessee or others at the Demised Premises shall be\ndeemed unauthorized or constitute a conversion, Lessee hereby consenting, after\nany event of default, to the aforesaid exercise of dominion over Lessee's\nproperty within the Demised Premises. All claims for damages by reason of such\nre-entry and\/or repossession and\/or alteration of locks or other security\ndevises are hereby waived, as are all claims for damages by reason of any\ndistress warrant, forcible detainer proceedings, sequestration proceedings or\nother legal process. Lessee agrees that any reentry by Lessor may be pursuant to\njudgment obtained in forcible detainer proceedings or other legal proceedings or\nwithout the necessity of any legal proceedings, as Lessor may elect, and Lessor\nshall not be liable in trespass or otherwise.\n\n\n\n                                       8\n\n\n         D. In the event Lessor elects to terminate the Lease by reason of any\nevent of default, the notwithstanding such termination, Lessee shall be liable\nfor and shall pay to Lessor, at the address specified for notice to Lessor\nherein, the sum of all rental and other indebtedness accrued to date of such\ntermination, plus, as damages, an amount equal to the greater of (i) the total\nrental hereunder for the remaining portion of the Lease term (had such term not\nbeen terminated by Lessor prior to the date of expiration stated in Paragraph\n2), and (ii) the then present value of the then fair rental value of the Demised\nPremises for such period.\n\n         E. In the event that Lessor elects to repossess the Demised Premises\nwithout terminating this Lease, or in the event Lessor elects to terminate this\nLease, then Lessee, at Lessor's option, shall be liable for and shall pay to\nLessor, at the address specified for notice to Lessor herein, all rental and\nother indebtedness accrued to the date of such repossession, plus rental\nrequired to be paid by Lessee to Lessor during the remainder of this Lease term\nuntil the date of expiration of the term, as stated in Paragraph 2, diminished\nby any net sum thereafter received by Lessor through reletting the Demised\nPremises during said period (after deducting expenses incurred by Lessor as\nprovided in subparagraph F below). In no event shall Lessee be entitled to any\nexcess of any rental obtained by reletting over and above the rental herein\nreserved. Actions to collect amounts due by Lessee to Lessor under this\nsubparagraph may be brought from time to time, on one or more occasions, without\nthe necessity of Lessor's waiting until expiration of the Lease term.\n\n         F. In case of any event of default or breach of Lease, or threatened or\nanticipatory breach or default, Lessee shall also be liable for and shall pay to\nLessor, at the address specified for notice to Lessor herein, in addition to any\nsum provided to be paid above, brokers' fees incurred by Lessor in connection\nwith reletting the whole or any part of the Demised Premises; the costs of\nremoving and storing Lessee's or other occupant's property; the costs of\nrepairing, altering, remodeling or otherwise putting the Demised Premises into\ncondition acceptable to a new tenant or tenants; and all reasonable expense\nincurred by Lessor in enforcing or defending Lessor's rights and\/or remedies\nincluding reasonable attorney's fee, whether suit is actually filed or not.\n\n         G. In the event of termination or repossession of the Demised Premises\nfor an event of default, Lessor shall not have any obligation to relet or to\nattempt to relet the Demised Premises, or any portion thereof, to collect rental\nafter reletting; and in the event of reletting, Lessor may relet the whole or\nany portion thereof, or to collect rental after reletting; and in the event of\nreletting, Lessor may relet the whole or any portion of the Demised Premises for\nany period to any tenant and for any use and purpose.\n\n         H. If Lessee should fail to make any payment or cure any default\nhereunder within the term herein permitted, Lessor, without being under any\nobligation to do so and without thereby waiving such default, may make such\npayment and\/or remedy such other default for the account of Lessee (and enter\nthe Demised Premises for such purpose), and thereupon Lessee shall be obligated\nto, and hereby agrees, to pay Lessor, upon demand, all costs, expenses, and\ndisbursements (including reasonable attorney's fees) incurred by Lessor in\ntaking such remedial action.\n\n\n\n                                       9\n\n\n         I. In the event of any default by Lessor, Lessee's exclusive remedy\nshall be an action for damages (Lessee hereby waiving the benefit of any laws\ngranting it a lien upon the property of Lessor and\/or upon rent due Lessor), but\nprior to any such action Lessee will give Lessor written notice specifying such\ndefault with particularity, and Lessor shall thereupon have thirty (30) days in\nwhich to cure any such default. Unless and until Lessor fails to so cure any\ndefault upon such notice, Lessee shall not have any remedy or cause of action by\nreason thereof. All obligations of Lessor hereunder will be construed as\ncovenants, not conditions; and all such obligations will be binding upon Lessor\nonly during the period of its possession of the Real Estate, and in the event of\nthe transfer by such owner of its interest in the Real Estate, such transferor\nowner shall thereupon be released and discharged from all covenants and\nobligations of the Lessor thereafter accruing, but such covenants and obligation\nshall be binding during the lease term upon each new owner for the duration of\nsuch owner's ownership. Notwithstanding any other provision of this lease,\nLessee agrees to look solely to the equity or interest then owned by Lessor in\nthe Real Estate and in no event shall any deficiency judgment or any money\njudgment of any kind be sought or obtained against any party Lessor for breach\nof any of the covenants of Lessor hereunder or for any of the indemnifications\nby Lessor arising under this Lease.\n\n         22. PARKING: Lessor will provide parking spaces for Lessee in the\nparking lots as provided in Exhibit C attached hereto. These parking spaces will\nbe exclusively for the use of the Lessee, its agents, employees, customers, and\ninvitees.\n\n         23. MAINTENANCE AND REPAIRS: Lessee shall maintain, in good condition,\nall mechanical equipment attached to the Demised Premises; provided, however,\nthat Lessor shall at its expense repair or replace all heating, air-conditioning\nor water cooling units (including compressors and combustion chambers) and\ncafeteria equipment which, although properly maintained, have failed because of\nage or other faults not caused by the Lessor; and further provided that if such\nunits are not properly maintained or are otherwised damaged by Lessee or its\nagents or employees, such repair or replacement shall be the responsibility of\nthe Lessee, at its expense.\n\n         Lessee shall be responsible, at its expense, for all lawn maintenance\nfor the Demised Premises and the Property.\n\n         Lessor shall maintain and repair, at its expense, the exterior roof of\nthe Demised Premises.\n\n         Lessee agrees to provide all other maintenance and repairs not herein\nspecifically mentioned.\n\n         Lessee agrees at the time of vacating the Demised Premises to return\nthe Demised Premises to the Lessor in the same good condition as when they first\noccupied the Demised Premises at the commencement of the lease term.\n\n         24. JANITORIAL SERVICES: Lessee shall provide at its expense all\njanitorial services to the Demised Premises.\n\n\n\n                                       10\n\n\n         25. MORTGAGES: Lessee accepts this Lease subject and subordinate to any\nmortgage(s) and\/or deed(s) of trust now or any time hereafter constituting a\nlien or charge upon the premises or the improvements situated thereon; provided,\nhowever, that if the mortgagee, trustee, or holder of any such mortgage or deed\nof trust elects to have Lessee's interest in this Lease superior to any such\ninstrument, then by notice to Lessee from such mortgagee, trustee or holder,\nthis sublease shall be deemed superior to such lien, whether this Lease was\nexecuted before or after said mortgage or deed of trust. Lessee shall at any\ntime hereafter, on demand, execute any instruments, releases, or other documents\nwhich may be required by any mortgage for the purpose of subjecting and\nsubordinating this Lease to the lien of any such mortgage.\n\n         26. NOTICES: All notices to be given by either of the parties shall be\ngiven in writing and by depositing the same in the United States mail, postage\nprepaid, certified or registered, return receipt requested, and addressed to the\nparties at the following addresses:\n\n         LESSOR:  Research Park\/GE Tenancy in Common\n                  P. O. Box 264\n                  Huntsville, Alabama 35807\n                  Attention:  Mr. Tyrone Samples\n\n         LESSEE:  PEI Electronics, Inc.\n                  110 Wynn Drive\n                  Huntsville, Alabama 35806\n                  Attention:  Mr. John Hudgens\n\n         Should the address of the parties change, for the purpose hereof, such\nparty shall give written notice to the other party of such new address.\n\n         27. CAPTIONS: The captions or article headings are for easy reference\nonly and are not intended in any way to amend, alter, modify, or affect the\nterms and conditions.\n\n         28. SUCCESSORS AND ASSIGNS: All the terms, covenants, and conditions of\nthis lease shall inure to the benefit of and be binding upon the successors and\nassigns of the parties hereof.\n\n         29. RETAINED LEASEHOLD IMPROVEMENTS: EXHIBIT \"D\" attached hereto\nincludes a list of leasehold improvements which the Lessor and Lessee have\nagreed will be retained in the building for the term of this Lease.\n\n         30. ENTIRE AGREEMENT: This Lease, together with exhibits and\nattachments herein referenced, constitutes the entire agreement between the\nparties and no modification shall be effective unless set forth in an instrument\nin writing, executed by the parties hereto, or their respective successors in\ninterest. Time is of the essence for all matters pertaining to this Lease.\n\n\n\n                                       11\n\n\n\n         IN WITNESS WHEREOF, the parties hereto have caused these presents to be\nduly executed as of the date first above written.\n\n\n                                            LESSOR:\n                                            ------\n\nWITNESS:                                    RESEARCH PARK\/GE TENANCY IN\n                                            COMMON\n\n\n                                            By: \n----------------------------------             ---------------------------------\n\n                                            Name:\n                                                 -------------------------------\n\n                                            Title: \n                                                  ------------------------------\n\n\n\/S\/ Joyce Minard                            By: \/S\/ Tyrone Samples        \n------------------------------------           ---------------------------------\n\n                                            Name: Tyrone Samples            \n                                                 -------------------------------\n\n                                            Title: Manager                   \n                                                  ------------------------------\n\n\n                                            LESSEE:\n                                            -------\n\nATTEST:                                     PEI ELECTRONICS, INC.\n\n\nBy: \/S\/ Steven G. Ackerman                  By: \/S\/ James L. Belcher       \n   --------------------------------            ---------------------------------\n\nName: Steven G. Ackerman                    Name: James L. Belcher  \n     -------------------------------             -------------------------------\n\nTitle: Vice President, Finance              Title:  President                   \n      --------------------------                  ------------------------------\n\n\n\n                                       12\n\n\n\nSTATE OF ALABAMA  )\n         -------    \n\nCOUNTY OF MADISON )\n          -------  \n\n         I, the undersigned Notary Public in and for said County in said State,\nhereby certify that JAMES BELCHER, whose name as PRESIDENT of PEI ELECTRONICS,\nINC., a corporation, is signed to the foregoing instrument and who is known to\nme, acknowledged before me on this day that, being informed of the contents of\nsuch instrument, (s)he, as such officer and with full authority, executed the\nsame voluntarily for and as the act of said corporation.\n\n         Given under my hand this the 26TH day of March, 2001.\n\n                                            \/S\/ Bonita D. Smith                \n                                            ------------------------------------\n                                            Notary Public\n[NOTARIAL SEAL]                             My commission expires: 12\/20\/2002 \n                                                                  --------------\n\n\nSTATE OF ALABAMA    )\n\nCOUNTY OF MADISON   )\n\n         I, the undersigned Notary Public in and for said County in said State,\nhereby certify that TYRONE SAMPLES, whose name as MANAGER of RESEARCH PARK\/GE\nTENANCY IN COMMON, is signed to the foregoing instrument and who is known to me,\nacknowledged before me on this day that, being informed of the contents of such\ninstrument, he, as such tenant and with full authority, executed the same\nvoluntarily for and as the act of said tenancy in common.\n\n         Given under my hand this the 26TH day of March, 2001.\n\n                                                  \/S\/ Joyce Minard           \n                                                  ------------------------------\n                                                  Notary Public\n\n[NOTARIAL SEAL]                                   My commission expires: 6\/17\/03\n                                                                        --------\n\n\n\n\n                                       13\n\n\n\n                       FIRST AMENDMENT TO LEASE AGREEMENT\n                       ----------------------------------\n\n         THIS FIRST AMENDMENT TO LEASE AGREEMENT (this \"Amendment\") is made and\nentered effective as of the 10th day of May, 2001 by and between RESEARCH\nPARK\/GE TENANCY IN COMMON (hereinafter \"Lessor\") and PEI ELECTRONICS, INC.\n(hereinafter \"Lessee\").\n\n                              W I T N E S S E T H :\n                              ---------------------\n\n         WHEREAS, on or about March 26, 2001, the parties entered into that\ncertain Lease Agreement (the \"Lease\") whereby Lessee leased from Lessor\napproximately 192,485 square feet of the property and improvements described on\nExhibit A to the Lease and defined in the Lease as the Premises; and\n\n         WHEREAS, the Lease contained a contingency that has now been satisfied;\nand\n\n         WHEREAS, the parties desire to amend the Lease in order to remove such\ncontingency, all as more particularly set out herein.\n\n         NOW, THEREFORE, for and in consideration of the sum of ten dollars\n($10.00), plus other good and valuable consideration, the receipt and\nsufficiency of which is hereby acknowledged, the parties, intending to be\nlegally bound, hereby agree as follows:\n\n         1. Unless otherwise defined herein, all capitalized terms shall have\nthe meaning as set forth in the Lease. As used herein, \"Lease\" shall mean the\nLease as amended by this Amendment.\n\n         2. Section 3(a) of the Lease is hereby deleted in its entirety from the\nLease, the parties hereby acknowledging that such contingency has been fully\nsatisfied and is no longer in effect, and Lessee agrees that it shall have no\nright to terminate the Lease based on the matters set out in such Section of the\nLease.\n\n         3. Except as amended hereby, all remaining terms and conditions of the\nLease shall remain in full force and effect and shall be unchanged hereby.\n\n         4. Each party acknowledges and agrees that the Lease is in full force\nand effect, that rent has been paid current through the date hereof and that as\nof the date hereof neither party has any claim against the other arising out of\nor in connection with the Lease or the failure of a party to perform any\nobligation it may have under the Lease.\n\n         IN WITNESS WHEREOF, the parties have hereunto set their hands and seals\neffective as of the 10th day of May, 2001.\n\n                                       LESSEE:\n                                       -------\n\nATTEST:                                PEI ELECTRONICS, INC.\n\nBy: \/S\/ Steven G. Ackerman             By: \/s\/ James L. Belcher       \n   -------------------------------        --------------------------------------\n    Its: VP Finance                        Its: President                 \n        --------------------------             ---------------------------------\n\n\n\n\n\n                                       LESSOR:\n                                       -------\n\nWITNESS:                               PROGRESS CENTER TENANCY IN COMMON\n\n\n \/s\/ Joyce Minard                      By: \/s\/ Tyrone Samples\n----------------------------------        --------------------------------------\n                                          Tyrone Samples, its authorized owner\n\n\nSTATE OF ALABAMA           )\n\nCOUNTY OF MADISON          )\n\n         I, the undersigned Notary Public in and for said County in said State,\nhereby certify that TYRONE SAMPLES, whose name as one of the owners of RESEARCH\nPARK\/GE TENANCY IN COMMON is signed to the foregoing instrument and who is known\nto me, acknowledged before me on this day that, being informed of the contents\nof such instrument, he, as such owner and with full authority, executed the same\nvoluntarily.\n\n         Given under my hand this the 14TH day of May, 2001.\n\n                                        \/s\/ Joyce Minard          \n                                       -----------------------------------------\n                                       Notary Public\n                                       My commission expires: 6\/17\/03\n                                                             -------------------\n\n[NOTARIAL SEAL]\n\nSTATE OF ALABAMA           )\n         -------            \n\nCOUNTY OF MADISON          )\n          -------           \n\n         I, the undersigned Notary Public in and for said County in said State,\nhereby certify that JAMES L. BELCHER, whose name as PRESIDENT of PEI\nELECTRONICS, INC., a corporation, is signed to the foregoing instrument and who\nis known to me, acknowledged before me on this day that, being informed of the\ncontents of such instrument, he, as such officer and with full authority,\nexecuted the same voluntarily for and as the act of said corporation.\n\n         Given under my hand this the 15TH day of May, 2001.\n\n                                        \/s\/ Bonita D. Smith                    \n                                       -----------------------------------------\n                                       Notary Public\n                                       My commission expires: DEC. 30, 2002\n                                                             -------------------\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7871],"corporate_contracts_industries":[9474],"corporate_contracts_types":[9581,9579],"class_list":["post-41692","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-integrated-defense-technologies-inc","corporate_contracts_industries-aerospace__ordnance","corporate_contracts_types-land__al","corporate_contracts_types-land"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/41692","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=41692"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=41692"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=41692"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=41692"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}