{"id":41834,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/8551-w-sunrise-boulevard-plantation-fl-lease-agreement-acp.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"8551-w-sunrise-boulevard-plantation-fl-lease-agreement-acp","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/land\/8551-w-sunrise-boulevard-plantation-fl-lease-agreement-acp.html","title":{"rendered":"8551 W. Sunrise Boulevard (Plantation, FL) Lease Agreement &#8211; ACP Office I LLC and Legal Club.com"},"content":{"rendered":"<pre>\n\n                                 LEASE AGREEMENT\n\n\n\n\n\n\n\n                                       64\n\n\n                                TABLE OF CONTENTS\n                                -----------------\n                                                                           Page\n                                                                           ----\n\n1.  Definitions; Lease Provisions...........................................68\n\n2.  Lease Grant.............................................................71\n\n3.  Lease Term..............................................................71\n\n4.  Use.....................................................................72\n\n5.  Rent....................................................................72\n\n6.  Services to be Furnished by Landlord....................................73\n\n7.  Improvements to be Made by Landlord.....................................74\n\n8.  Graphics................................................................74\n\n9.  Maintenance and Repair of Premises by Landlord..........................75\n\n10. Repair and Maintenance Obligations of Tenant............................75\n\n11. Alterations by Tenant...................................................76\n\n12. Structural Overload.....................................................76\n\n13. Laws and Regulations....................................................77\n\n14. Building Rules and Regulations..........................................77\n\n15. Entry by Landlord.......................................................77\n\n16. Assignment and Subletting...............................................77\n\n17. Construction Liens......................................................78\n\n18. Landlord's Insurance....................................................79\n\n19. Tenant's Insurance and Requirements.....................................79\n\n20. Indemnity; Limitation of Liability......................................81\n\n21. Waiver of Subrogation Rights............................................81\n\n22. Casualty Damage.........................................................81\n\n23. Condemnation............................................................83\n\n24. Events of Default; Remedies.............................................83\n\n25. Peaceful Enjoyment......................................................85\n\n26. Surrender; Holding Over.................................................86\n\n27. Subordination to Mortgage; Attornment...................................86\n\n28. Estoppel Certificates...................................................87\n\n29. Parking.................................................................87\n\n30. Attorney's Fees.........................................................87\n\n31. No Implied Waiver.......................................................87\n\n32. Landlord's Liability....................................................88\n\n33. Security Deposit........................................................88\n\n34. Notice..................................................................88\n\n35. Severability............................................................89\n\n                                       65\n\n\n36. Recordation.............................................................89\n\n37. Governing Law...........................................................89\n\n38. Force Majeure...........................................................89\n\n39. Time of Performance.....................................................89\n\n40. Transfers by Landlord...................................................89\n\n41. Brokers.................................................................89\n\n42. Effect of Delivery of This Lease........................................90\n\n43. Exhibits................................................................90\n\n44. Captions; Construction..................................................90\n\n45. Prior Agreements and Amendments.........................................90\n\n46. Binding Effect Usage;...................................................90\n\n47. Statutory Notice Requirement............................................90\n\n48. Waiver of Trial by Jury.................................................91\n\n49. Financial Statements....................................................91\n\n50. Representations; Authority..............................................91\n\n51. Tenant's Acceptance Letter..............................................91\n\n52. Bankruptcy..............................................................91\n\n53. No Partnership..........................................................92\n\n54. Third Party Rights......................................................92\n\n55. Days....................................................................92\n\n56. Reservations............................................................92\n\n57. Counterparts, Facsimiles................................................92\n\n58. Survival................................................................92\n\n                                       66\n\n\n                                  EXHIBIT LIST\n                                  ------------\n\nEXHIBIT \"A\"             DESCRIPTION OF PROPERTY\n\nEXHIBIT \"B\"             FLOOR PLAN OF PREMISES\n\nEXHIBIT \"C\"             ANNUAL RENT ADJUSTMENTS AND OPERATING EXPENSES\n\nEXHIBIT \"D\"             BUILDOUT OF PREMISES\n\nEXHIBIT \"E\"             RULES AND REGULATIONS\n\nEXHIBIT \"F\"             LETTER OF CREDIT\n\nEXHIBIT \"G\"             TENANT ACCEPTANCE LETTER\n\nEXHIBIT \"H\"             AUTOMATIC DEBIT TRANSACTION\n\n\n                                       67\n\n\n                                 LEASE AGREEMENT\n\n      THIS LEASE AGREEMENT (this \"Lease\"), is made and entered into as of AUGUST\n___, 2001, by and between ACP OFFICE I LLC, a Delaware limited liability company\n(\"Landlord\"), and LEGAL CLUB.COM, a Florida corporation, (\"Tenant\").\n\n                                   WITNESSETH:\n\n      1. Definitions; Lease Provisions\n\n      (a) Basic Lease Provisions and Certain Definitions. For purposes of this\nLease and any attached exhibits, the following terms shall have the following\nmeanings:\n\n            (i) \"Building\" shall mean the building located at 8551 W. Sunrise\nBlvd., Plantation, FL 33322, which is located upon the Property.\n\n            (ii) \"Premises\" shall mean Suite No. 301 located in the Building and\noutlined on the floor plan attached to this Lease as Exhibit \"B\", which is\nincorporated into this Lease.\n\n            (iii) \"Initial Base Rent\" shall mean the sum of $81,823.50 per\nannum.\n\n            (iv) \"Rent Commencement Date\" shall mean the earlier of: (A) the\ndate that Tenant actually occupies the Premises or substantially completes the\nTenant Improvements, if any, in accordance with Exhibit \"D\"; (B) the date that\nLandlord substantially completes the Landlord's Work, if any, in accordance with\nExhibit \"D\" attached to this Lease; or (C) October 1, 2001 (all except as the\nsame may be modified pursuant to Paragraph 3 hereof).\n\n            (v) \"Rentable Area of the Premises\" or \"Square Foot(age) of the\nPremises\" shall be conclusively deemed to mean 4,959 square feet and is\ncalculated using a stipulated common area factor.\n\n            (vi) \"Lease Term\" shall mean a term commencing on the Rent\nCommencement Date and continuing for 60 calendar months (plus any partial\ncalendar month in which the Rent Commencement Date falls).\n\n            (vii) \"Security Deposit\" shall mean the sum of $0.00.\n\n            (viii) \"Common Area Expense Stop\" shall mean $0.00 per square foot.\n\n            (ix) \"Prepaid Rent\" shall mean $0.00.\n\n            (x) \"Tenant's Proportionate Share\" shall mean the percentage which\nthe Rentable Area of the Premises bears to the Rentable Area of the Complex;\nTenant's Proportionate Share is specified to be 8.24%.\n\n            (xi) \"Parking Spaces\" shall mean 25 unassigned parking spaces in the\nParking Facility.\n\n            (xii) \"Cost of a Parking Space\" shall mean $0.00 for each of the\nParking Spaces subject to provisions of Paragraph 29 hereof.\n\n            (xiii) \"Percentage Increase\" shall mean 4% per year.\n\n            (xiv) \"Permitted Use\" shall mean for general office use and for no\nother use or purpose.\n\n                                       68\n\n\n            (xv) \"Name and Address of Tenant for Notices\" shall mean\nLEGALCLUB.COM, 8551 W. Sunrise Blvd., Suite 301, Plantation, FL 33322.\n\n            (xvi) Purposefully Omitted.\n\n            (xvii) \"All of the Exhibits\" shall mean Exhibits \"A\", \"B\", \"C\", \"D\",\n\"E\", \"F\", \"G\" and \"H\" attached to this Lease.\n\n      (b) Other Lease Definitions.\n\n            (i) \"Base Rent\" shall mean the Initial Base Rent, payable at the\nrate of one twelfth of the Initial Base Rent per month, subject to the\nprovisions of Paragraph 5, as adjusted pursuant to Exhibit \"C\".\n\n            (ii) \"Common Areas\" shall mean collectively, the Tenant\nNon-Exclusive Common Areas and the Service Areas.\n\n            (iii) \"Complex\" shall mean the Building and all other office\nbuildings, the Parking Facility and all other parking areas, the Common Areas\nand all other improvements located in, on, under or adjacent to the Property\ndesignated as the Complex from time to time by Landlord. At the option of\nLandlord, from time to time, any of the properties in the Complex other than the\nBuilding, may be included or excluded from the definition of Complex and the\nTenant's Proportionate Share under this Lease shall be adjusted accordingly.\n\n            (iv) \"Hazardous Material(s)\" shall mean any substances defined as or\nincluded in the definition of \"hazardous substances\", \"hazardous wastes\",\n\"hazardous materials\", \"toxic substances\", \"contaminants\" or words of similar\nimport under applicable Legal Requirements, including, without limitation, oil\nand petroleum products, natural or synthetic gas, polychlorinated biphenyls,\nasbestos in any form, urea formaldehyde, radon gas, or the emission of\nnon-ionizing radiation, microwave radiation or electromagnetic fields at levels\nin excess of those, if any, specified by any Legal Authority or which may cause\na health hazard or danger to property, or the emission of any form of ionizing\nradiation, or any substance which is toxic, explosive, corrosive, flammable,\ninfectious, radioactive, mutagenic or otherwise hazardous or any other pollution\nunder any applicable Legal Requirements. Hazardous Materials shall not include\nreasonable quantities of conventional cleaning and office supplies used in a\nnormal office environment and in compliance with all Legal Requirements.\n\n            (v) \"Landlord's Broker\" shall mean ACP Realty Services LLC, the\nbroker for Landlord.\n\n            (vi) \"Lease Year\" shall mean each consecutive 12 full calendar month\nperiod of the Lease Term, beginning on the Rent Commencement Date, except that\nthe first Lease Year shall include any portion of a calendar month during which\nthe Rent Commencement Date occurs (if the Rent Commencement Date does not occur\non the first day of the month) and the last Lease Year of the Lease Term shall\nbe the Lease Year during which the Lease Term expires, regardless of its length.\n\n            (vii) \"Legal Authority\" means any domestic or foreign federal,\nstate, county, municipal, or other government or governmental or\nquasi-governmental department, commission, board, bureau, court, agency, or\ninstrumentality having jurisdiction or authority over Landlord, Tenant and\/or\nall or any part of the Premises or the Property.\n\n            (viii) \"Legal Requirements\" means any law, statute, code, rule,\nregulation, ordinance, order, judgment, decree, writ, injunction, franchise,\npermit, certificate, license (including any beer, wine or liquor license),\nauthorization, registration, or other direction or requirement of any Legal\n\n\n                                       69\n\n\nAuthority, including, without limitation, the Americans with Disabilities Act\n(\"ADA\"), which is now or in the future applicable to the Premises or the\nProperty, including those not within the present contemplation of the parties;\nand the provisions of any applicable insurance policies in effect with respect\nto the Premises or the Property.\n\n            (ix) \"Normal Business Hours\" for the Building shall mean (i) 8:00\na.m. to 6:00 p.m. Mondays through Fridays and 9:00 a.m. to 1:00 p.m. Saturdays,\nexclusive of normal business holidays and state and federal holidays. Subject to\nemergency and force majeure, Tenant shall have limited access to the Premises,\nBuilding and Parking Facility, subject to compliance with Landlord's security\nprocedures for access (e.g. through a card reader system) during other than\nNormal Business Hours.\n\n            (x) \"Parking Facility\" shall mean either a parking garage attached\nto and\/or a parking lot in close proximity to the Building. The Parking Facility\nis a part of the Complex and may include, without limitation, and any off-site\nproperty acquired (by purchase or lease) by Landlord for the purpose of\nproviding additional parking for the Tenant, their employees and\/or customers.\n\n            (xi) \"Property\" means the real property described in Exhibit \"A\"\nattached to and incorporated into this Lease.\n\n            (xii) \"Rentable Area of the Complex\" shall mean the sum of all\nrentable areas of all tenant premises.\n\n            (xiii) \"Service Areas\" shall mean those areas within the exterior\nwalls of the buildings in the Complex used for building stairs, elevator shafts,\nflues, vents, stacks, pipe shafts, risers, raceways, and other vertical\npenetrations, mechanical rooms (containing machinery, equipment or controls for\nthe air conditioning, security, telecommunications, elevators, and other systems\nin the Complex), janitorial closets, electrical and telephone closets, and other\nsimilar facilities required to operate the Complex or for the benefit of tenants\nof the Complex generally, but which access is not granted to the tenants in\ncommon without prior permission from Landlord, and other areas or spaces,\nimprovements, facilities, utility systems, equipment, signs (as the same may be\nenlarged, reduced, replaced, increased, removed or otherwise altered by Landlord\nin a manner not inconsistent with this Lease) of the Property, which may\ninclude, without limitation, (but shall not be deemed a representation as to\ntheir availability) utility systems, roofs, loading docks, landscaped areas,\nserviceways, ramps, and vertical or horizontal chases, risers, ducts, shafts or\nsimilar passageways (but shall not include any such areas designated for the\nexclusive use of a particular Building tenant or other tenant of the Complex)\nplus any area of the Complex that is not: (A) Tenant Non-Exclusive Common Areas:\n(B) areas leased to tenants of the Complex, including Tenant; or (C) areas that\nare held to be leased to future tenants of the Complex.\n\n            (xiv) \"Tenant Improvements\" shall include those improvements\nconstructed or installed on the Premises by or for Tenant as provided in Exhibit\n\"D.\"\n\n            (xv) \"Tenant Non-Exclusive Common Areas\" (as initially constructed\nor as the same may at any time thereafter be enlarged or reduced) shall mean\nfacilities or areas and improvements in the Property that are designed or made\navailable from time to time by Landlord, as appropriate, for the common use or\nbenefit of Landlord, Tenant and other tenants, occupants and users of the\nProperty, or the general public, including, but not limited to: (A) all such\nareas within the exterior walls of the buildings in the Complex devoted to\ncorridors, elevator foyers, vending areas, restrooms, and (B) any such common\nroadways, service areas, driveways, access roads, decks, parking areas and\nfacilities (including the Parking Facility) areas of ingress and egress,\nsidewalks and other pedestrian ways, tunnels, bridges, corridors, enclosed or\nexterior malls, elevators, escalators, stairways, comfort and first aid\nstations, public washrooms, lobby areas (whether at ground level or otherwise),\ncourts, parcel pick-up stations and other facilities or areas and improvements\nin the Property.\n\n                                       70\n\n\n            (xvi) \"Work Letter\" means the work letter referenced in Exhibit \"D\"\nattached to this Lease.\n\n      2. Lease Grant. Subject to and upon the terms herein set forth, Landlord\nleases to Tenant and Tenant leases from Landlord the Premises. Tenant shall also\nhave a license to use on a non-exclusive basis, the Tenant Non-Exclusive Common\nAreas made available from time to time by Landlord, but not the Service Areas.\nTenant agrees and acknowledges that the Rentable Area of the Premises is\nconclusively deemed to be the stipulated Square Footage of the Premises.\n\n      3. Lease Term.\n\n      (a) This Lease shall continue in force during a period beginning on the\nRent Commencement Date and continuing until the expiration of the Lease Term,\nunless this Lease is sooner terminated or extended to a later date under any\nother term or provision hereof.\n\n      (b) If Landlord, for any reason whatsoever, cannot deliver possession of\nthe Premises to Tenant on any given date, this Lease shall not be void or\nvoidable, no obligation of Tenant shall be affected thereby, and neither\nLandlord nor Landlord's agents shall be liable to Tenant for any loss or damage\nresulting from the delay in delivery of possession; provided, however, that in\nsuch event, except to the extent of any Tenant's Delay (as hereinafter defined)\nthe Rent Commencement Date of this Lease and all other dates that may be\naffected by their change, shall be revised to conform to the date of Landlord's\ndelivery of possession to Tenant.\n\n      (c) Notwithstanding anything contained in this Lease to the contrary,\nTenant shall observe and perform all of its obligations under this Lease,\nincluding, without limitation, its obligation to pay charges for utilities and\nto provide insurance (excepting its obligation to pay any Rent required under\nthe Lease or to operate its business within the Premises), from the date upon\nwhich the Premises are made available to Tenant for Tenant Improvements or the\ndate Tenant commences to perform Tenant Improvements, whichever is earlier,\nuntil the actual Rent Commencement Date. For purposes of tendering possession of\nthe Premises to Tenant as aforesaid, Landlord shall not be required to have\ncompleted or substantially completed any work to be performed outside of the\nPremises.\n\n      (d) If Landlord is obligated to complete any of the Tenant Improvements,\nthen if by the date specified as the Rent Commencement Date in Subparagraph\n1(a)(iv) of this Lease, Landlord has not substantially completed any of the\nTenant Improvements to the Premises set forth in the Work Letter required to be\nmade by the Landlord, if any, then, except to the extent of any Tenant's Delay\n(as hereinafter defined), Tenant's sole remedy shall be that the Rent\nCommencement Date shall be postponed (and the Rent herein provided shall not\ncommence) until the earlier of either: (i) the date of actual occupancy of the\nPremises by Tenant; or (ii) the date immediately following the day Landlord\nwould have achieved substantial completion of such improvements but for Tenant's\nDelay, if any. Other than postponing the Rent Commencement Date as provided in\nthis Subparagraph (b), Landlord shall have no further liability for failure to\nachieve substantial completion by the Rent Commencement Date specified in\nSubparagraph 1(a)(iv) of this Lease.\n\n      (e) Notwithstanding anything contained in this Lease to the contrary, if,\nand to the extent, Landlord's substantial completion of the Tenant Improvements\nto the Premises required to be made by the Landlord, if any, pursuant to Exhibit\n\"D\" hereto and\/or delivery of the Premises is materially delayed due to any act,\nomission or default by Tenant or anyone acting under or for Tenant (any such\ndelay being referred to herein as \"Tenant Delay\"), then the Rent Commencement\nDate shall be moved forward (earlier) one day for each day of delay caused by\nsuch Tenant Delay.\n\n                                       71\n\n\n4. Use. The Premises shall be used in a manner consistent with the Permitted Use\nand for no other use or purpose whatsoever. Tenant agrees not to use or permit\nthe use of the Premises for any purpose which is illegal, dangerous to life,\nlimb, or property or which, in Landlord's opinion, creates a nuisance or which\nwould increase the cost of insurance coverage with respect to the Building, the\nComplex or the Property.\n\n      5. Rent.\n\n      (a) Tenant agrees to pay during the Lease Term, to Landlord, without any\nsetoff or deduction whatsoever, the Base Rent and all such other sums of money\n(\"Additional Rent\" and collectively with Base Rent, \"Rent\") as shall become due\nhereunder, for the nonpayment of which Landlord shall be entitled to exercise\nall such rights and remedies as are herein provided or as are available at law\nor in equity in the case of the nonpayment of Base Rent. Except as otherwise\nprovided herein, the annual Base Rent for each calendar year or portion thereof\nduring the Lease Term, together with any adjustment thereto pursuant to Section\nI of Exhibit \"C\" attached hereto and incorporated herein, shall be due and\npayable in advance in 12 equal installments on the first day of each calendar\nmonth during the initial Lease Term and any extensions or renewals thereof, and\nTenant hereby agrees to pay such Base Rent and any adjustments thereto to\nLandlord at Landlord's address provided herein (or such other address as may be\ndesignated by Landlord in writing from time to time) monthly, in advance, and\nwithout demand. All sums due Landlord shall be payable only in lawful money of\nthe United States of America and shall be drawn against a financial institution\nwith an office in the United States of America. If the Lease Term commences on a\nday other than the first day of a calendar month or terminates on a day other\nthan the last day of a calendar month, then the installments of Base Rent and\nany adjustments thereto for such month or months shall be prorated, based on the\nnumber of days in such month.\n\n      (b) All installments of Rent and any Additional Rent not paid when due and\npayable shall bear interest at 18% per annum from the date due until paid and\nshall be subject to a late charge in the amount equal to 5% of the amount due.\nIn the event any check, bank draft or negotiable instrument given for any\npayment under this Lease shall be dishonored at any time for any reason\nwhatsoever not attributable to Landlord, Landlord shall be entitled, in addition\nto any other remedy that may be available, to an administrative charge of\n$250.00.\n\n      (c) The Base Rent payable hereunder shall be adjusted upward from time to\ntime in accordance with the provisions of Exhibit \"C\", Section I.\n\n      (d) In addition to the Base Rent, as same may be adjusted from time to\ntime, Tenant shall pay as Additional Rent Tenant's Proportionate Share of Taxes\nand the Operating Expenses incurred by Landlord in connection with the operation\nand maintenance of the Building, the Complex and the Property. Tenant's\nobligations with respect to the payment of such Additional Rent are set forth in\nfull in Exhibit \"C\", Section II.\n\n      (e) Prepaid Rent shall be paid by Tenant to Landlord upon execution of\nthis Lease and shall be used to pay Rent as Rent comes due.\n\n      (f) Tenant shall pay all sales and use taxes and surcharges levied or\nassessed against all portions of Rent and other payments due under this Lease,\nsimultaneously with each such Rent payment (including, without limitation, the\npayment of Prepaid Rent).\n\n      (g) Tenant shall pay before delinquency all taxes, assessments, license\nfees and public charges levied, assessed or imposed upon its business operation,\nas well as upon all Tenant's fixtures, equipment and personalty, leasehold\nimprovements, equipment, stock-in-trade and other personal property in, placed\n\n                                       72\n\n\nin or on the Premises. Any such taxes included in Landlord's tax bills and paid\nby Landlord shall be due and payable within 10 days after billings therefor are\nrendered to Tenant.\n\n      (h) Upon Landlord's request following an event of default for two\nincidences of non-payment of rent, Tenant agrees to permit and arrange for the\npayment of Base Rent and\/or additional rent by automatic electronic funds\ntransfer directly from Tenant's bank account into Landlord's designated account.\nTenant agrees to execute an ACH form in the form attached hereto as Exhibit \"I\"\nupon the execution of this Lease and from time to time as requested by Landlord,\nbut Landlord agrees to not deliver such ACH Form until an event of default for\nnon-payment of rent has occurred.\n\n\n      6. Services to be Furnished by Landlord.\n\n\n      Landlord agrees to furnish Tenant the following services:\n\n      (a) Unheated water at those points of supply for drinking and lavatory\npurposes for the general use of tenants of the Building and the Complex;\n\n      (b) Routine maintenance and electric lighting service for the Common Areas\nin the manner and to the extent deemed by Landlord to be standard.\n\n      (c) Janitorial service, 5 days per week, exclusive of normal business\nholidays; provided, however, if Tenant's floor covering or other improvements\nrequire special treatment, Tenant shall pay the additional cleaning cost\nattributable thereto as Additional Rent upon presentation of a statement\ntherefor by Landlord.\n\n      (d) Facilities to provide all electrical current required for general\noffice use and occupancy of the Premises, including the cost of the electrical\ncurrent with limitation for a separately metered HVAC system serving Tenant's\ncomputer room. Tenant's usage of electrical current for the Premises for a\nseparately metered HVAC system, shall be separately metered or sub-metered at\nTenant's expense and paid by Tenant. At the option of Landlord, all such charges\nshall be either: (i) paid by Tenant directly to the provider thereof prior to\ndelinquency; or (ii) paid by Tenant to Landlord as additional rent promptly\nafter being invoiced therefor.\n\n      (e) Fluorescent and incandescent bulb replacement in the Common Areas.\n\n      (f) Passenger elevator service in common with other Building tenants for\ningress to and egress from the Premises.\n\n      (g) Landlord shall have no obligation to provide any security whatsoever\nfor the Complex, Common Areas, Parking Facility, the Premises and\/or Tenant's\nbusiness therein. Tenant does hereby acknowledge and agree that it shall provide\nand be solely responsible for its own security, at Tenant's sole cost and\nexpense, as may be required for the operation of Tenant's business within the\nPremises and Landlord shall have no liability to Tenant, its employees, agents,\ninvitees, or licensees for losses due to theft or burglary, or for damages done\nby unauthorized persons in the Premises, Common Areas, Parking Facility, or the\nComplex or for any injury, trauma or other harm to any person, and neither shall\nLandlord be required to insure against any such losses. Tenant shall be\nresponsible for all repairs and replacements of damage and\/or destruction of the\nPremises necessitated by burglary or attempted burglary, or any other illegal or\nforcible entry into the Premises. Notwithstanding the foregoing, Tenant\nacknowledges and agrees Landlord may, but will not be required to, adopt and\nprovide security services for the Complex from time to time. Tenant shall\ncooperate fully in any efforts of Landlord to maintain security in the Complex\nand shall follow all rules and regulations promulgated by Landlord with respect\nthereto. However, any security services that are voluntarily undertaken by\nLandlord may be changed or discontinued from time to time in Landlord's sole and\n\n                                       73\n\n\nabsolute discretion, without liability to Tenant, its employees, agents,\ncustomers and invitees. Tenant waives any claims it may have against Landlord\narising out of any security services provided by Landlord, or the inadequacy or\nabsence thereof, specifically including Landlord's negligence with respect to\nthe providing or failure to provide such services.\n\n      (i) Air-conditioning during Normal Business Hours, as Landlord in its\nreasonable discretion considers to be standard for similarly situated buildings\nor as required by governmental authority; provided, however, heating and\nair-conditioning service at times other than for Normal Business Hours for the\nBuilding and the Complex shall be furnished only upon the written request of\nTenant delivered to Landlord prior to 11:00 a.m. at least one business day in\nadvance of the date for which such usage is requested. Such usage shall be at\nTenant's expense at the rate as reasonably determined by Landlord from time to\ntime, which charge shall be considered as additional rent and which Tenant shall\npay promptly upon being invoiced therefor. Tenant will not be responsible for\nany over time air-conditioning used during months 1-6 of the initial lease term.\nThereafter, Tenant will be billed a flat $500.00 per month for all over time\nair-conditioning usage.\n\n      The failure by Landlord to any extent to furnish, or the interruption or\ntermination of these defined services, in whole or in part, resulting from\ncauses beyond the reasonable control of Landlord, shall not render Landlord\nliable in any respect nor be construed as an eviction of Tenant, nor work an\nabatement of rent, nor relieve Tenant from the obligation to fulfill any\ncovenant or agreement hereof. Should any of the equipment or machinery used in\nthe provision of such services for any cause cease to function properly, Tenant\nshall have no claim for offset or abatement of rent or damages on account of an\ninterruption in service occasioned thereby or resulting therefrom.\n\n      Except as may be specifically provided for herein to the contrary, no\nabatement, diminution or reduction of Base Rent or any Additional Rent, or any\nother charges or compensation, shall be claimed by or allowed to Tenant, or any\npersons claiming under Tenant, under any circumstances, whether for\ninconvenience, discomfort, interruption of business or otherwise, arising from\nany cause or reason.\n\n      7. Improvements to be Made by Landlord. It is specifically understood and\nagreed that Landlord has no obligation and has made no promises to alter or\nimprove the Premises or the Complex except as specifically set forth in this\nLease or in the Work Letter. If any governmental license or permit shall be\nrequired for the proper and lawful conduct of Tenant's business, Tenant shall be\nresponsible for and shall procure and maintain such license or permit. Tenant\nagrees to take the Premises in an \"AS IS\" condition as of the date possession is\ntendered, subject to any punchlist items to which Landlord may agree.\n\n      8. Graphics\n\n      (a) Landlord shall provide and install, at Tenant's cost, all letters or\nnumerals on doors of the Premises that face the Tenant Non-Exclusive Common\nAreas. All such letters and numerals shall be in the standard graphics for the\nBuilding, and no other signs or graphic displays shall be used or permitted on\nthe Premises without Landlord's prior written consent. Landlord shall have the\nright at any time to change the name of the Building or the Complex and to\ninstall, affix and maintain any and all signs on the exterior and on the\ninterior of the Building as Landlord may, in Landlord's sole discretion, desire.\nTenant shall not use the name of the Building or use pictures or illustrations\nof the Building in advertising or other publicity or for any purpose other than\nas the address of the business to be conducted by Tenant in the Premises,\nwithout the prior written consent of Landlord.\n\n      (b) If there is a directory of the Building's tenants located in the\nBuilding's lobby, Landlord shall provide and install, at Tenant's cost, a\nlisting of Tenant on such directory.\n\n                                       74\n\n\n      9. Maintenance and Repair of Premises by Landlord. Except as otherwise\nexpressly provided herein, Landlord shall not be required to make any repairs to\nthe Premises other than repairs to the Building exterior and load-bearing walls\nand the floors and the roof of the Building, which may be required from time to\ntime, but only after such required repairs have been requested by Tenant in\nwriting and to the extent not caused by the acts of Tenant, its employees,\nagents, contractors, invitees, licensees, concessionaires, subtenants and\/or\nassigns or resulting, directly or indirectly, from the installation of any\nTenant Improvements. In no event shall Landlord be responsible for the\nmaintenance or repair of improvements that are not composed of Building grade\nconstruction or materials. It is further agreed that this Lease is made by\nLandlord and accepted by Tenant with the distinct understanding and agreement\nthat Landlord shall have the right and privilege to make and build additions to\nthe Building, the Complex and Common Areas, and make such alterations and\nrepairs to said Building, Complex and Common Areas as it may deem wise and\nadvisable without any liability to the Tenant therefor.\n\n      10. Repair and Maintenance Obligations of Tenant.\n\n      (a) Subject to the provisions in Paragraph 9, 22 and 23, Tenant agrees, at\nTenant's cost and expense, to keep and maintain the Premises and each and every\npart thereof in good order and condition and to make all repairs thereto, and\nthe fixtures and equipment therein and the appurtenances thereto (including such\nas are installed or located outside of the Premises and which exclusively serve\nthe Premises). Tenant shall initiate and carry out a program of regular\nmaintenance and repair of the Premises, including, without limitation, the\npainting and decorating of all areas of the interior, so as to impede, to the\nextent possible, deterioration by ordinary wear and tear, and to keep the\nPremises in a first class, clean, neat and attractive condition. Tenant shall\nkeep the inside of all glass in the doors and windows of the Premises clean and\nshall replace any glass broken with glass of the same kind, size and quality.\nUpon Landlord's written request, Tenant shall be responsible for maintaining any\nHVAC system and equipment serving the Premises in good condition at all times,\nand to make any repairs or replacements to such HVAC system and equipment.\nTenant's responsibilities hereunder include any repairs that are required to be\nmade during the Lease Term by any Legal Authority or which are required to\ncomply with any Legal Requirement applicable during the Lease Term.\n\n      (b) Tenant agrees not to commit or allow to be committed any waste on any\nportion of the Premises or Complex and, at the termination of this Lease, to\ndeliver up the Premises to Landlord in as good condition as at the date of\ndelivery by Landlord of the Premises to Tenant, ordinary wear and tear excepted,\nand subject to the provisions of Paragraphs 11, 22, and 23 hereof. Tenant\ncovenants and agrees with Landlord, at Tenant's own cost and expense, to repair\nor replace any damage done to the Premises, Building or Complex, or any part\nthereof, caused by Tenant or Tenant's agents, contractors, employees, invitees,\nor visitors, and such repairs shall restore the same to as good a condition as\nit was in prior to such damage, and shall be effected in compliance with all\nLegal Requirements.\n\n      (c) Nothing contained in this Lease shall imply any duty on the part of\nLandlord to do any work that Tenant is required to perform nor shall it\nconstitute a waiver of Tenant's default in failing to do the same.\nNotwithstanding any other terms of this Lease to the contrary, Landlord shall\nhave the right, in Landlord's sole and absolute discretion, with notice to\nTenant except in the case of emergency in Landlord's reasonable judgment, to\nperform any of the repairs, maintenance and\/or replacements described in this\nLease to be performed by Tenant (including Tenant's failure to properly perform\nsuch obligations in Landlord's sole opinion), whereupon Tenant shall immediately\nreimburse Landlord for all costs and expenses incurred by Landlord, as\nAdditional Rent, in the performance thereof, upon Tenant's receipt of a bill\ntherefor. Tenant shall have the obligation to make repairs, maintenance or\nreplacements to any area of the Complex or to the Premises that are made\nnecessary by any act, omission or negligence of Tenant, its agents, employees,\nassignees, concessionaires, contractors, invitees or licensees. Landlord's\nperformance of Tenant's obligations under this Lease shall be without liability\nto Tenant for any loss or damage that may accrue to Tenant's merchandise,\n\n                                       75\n\n\nfixtures or other property or to Tenant's business by reason thereof. The term\n\"repairs,\" as used in this Lease, shall mean all maintenance, repairs, and\nreplacements, of whatever kind.\n\n      11. Alterations by Tenant.\n\n      (a) Tenant agrees with Landlord not to make or allow to be made any\nalterations to the Premises or place signs, furnishings, equipment, or any\nwindow coverings on any part of the Premises which are visible from outside the\nPremises, without first obtaining the written consent of Landlord in each such\ninstance, which consent may be given on such conditions as Landlord may elect;\nprovided however, Landlord shall not unreasonably withhold its consent to any\nalterations so long as: (i) the cost thereof does not exceed $5,000 and (ii)\nsuch alterations do not affect the structure or exterior or the portion of the\nBuilding, or the electrical, mechanical, HVAC, telecommunications, plumbing or\nother Building systems. Any and all alterations to the Premises shall become the\nproperty of Landlord upon termination of this Lease (except for movable\nequipment, personal property or furniture owned by Tenant). Landlord may,\nnonetheless, require Tenant to remove any portion of or all of the Tenant\nImprovements, fixtures, equipment, and other improvements installed on the\nPremises (the \"Additional Improvements\"), and restore the Premises to its\noriginal condition, reasonable wear and tear excepted. In the event that\nLandlord so elects, and Tenant fails to remove the Additional Improvements,\nLandlord may remove the Additional Improvements at Tenant's cost, and Tenant\nshall pay Landlord on demand all costs incurred in removing Additional\nImprovements and restoration of the Premises as required.\n\n      (b) Whether or not Landlord grants its consent to Tenant's proposed\nalterations or improvements, all alterations and improvements shall nevertheless\nbe conditioned upon Tenant: (i) acquiring all applicable governmental permits;\n(ii) furnishing Landlord with copies of any permits, if required, and the plans\nand specifications prior to commencement of the work; (iii) Tenant reimbursing\nLandlord within 10 days of Tenant's receipt of a bill or estimate therefor for\nall reasonable costs and expenses incurred by Landlord in connection with the\nreview and inspection of alterations improvements and\/or additions for which\nconsent may be required, including, but not limited to, architect's and\nengineer's fees and costs, it being agreed that the foregoing shall be limited\nto alterations which shall require Landlord's consent; and (iv) complying with\nall conditions of any permits and with other Legal Requirements and all\nprovisions of this Lease applicable to Tenant Improvements in a prompt and\nexpeditious manner.\n\n      (c) Whether or not Landlord grants its consent to Tenant's proposed\nalterations or improvements: (i) all alterations, improvements and additions\ninstalled by Tenant shall be installed in a good workmanlike and lien free\nmanner and in a manner that minimizes inconvenience to and disruption of the\nother occupants of the Complex (including, but not limited to the Building) and\ntheir businesses, shall be performed by a contractor approved by Landlord (which\napproval shall not unreasonably be withheld), shall be of a quality not less\nthan Building Grade and, once commenced, shall be prosecuted continuously, in\ngood faith and with due diligence until completed; and (ii) Tenant shall\npromptly upon completion of any alterations or improvements furnish Landlord\nwith as-built plans and specifications regardless of whether or not consent was\nrequired.\n\n      (d) In the event that Landlord reasonably determines that any alterations\nor improvements by Tenant would disrupt the other tenants in the Complex,\nLandlord may require that all work performed by or on behalf of Tenant be\nperformed only during non-Normal Business Hours.\n\n      12. Structural Overload . Tenant shall not place a load upon any floor of\nthe Premises exceeding the floor load per square foot area that such floor was\ndesigned to carry and which may be allowed by law. Landlord reserves the right\nto prescribe the weight limitations and position of all heavy equipment and\nsimilar items, and to prescribe the reinforcing necessary, if any, which in the\nopinion of the Landlord may be required under the circumstances, such\nreinforcing to be at Tenant's expense.\n\n                                       76\n\n\n      13. Laws and Regulations. Tenant agrees to comply with all Legal\nRequirements of every Legal Authority. Tenant shall: (a) neither cause nor\npermit the Premises to be used to generate, manufacture, refine, transport,\ntreat, store, handle, dispose, transfer, produce, or process Hazardous\nMaterials, except in compliance with all Legal Requirements; (b) neither cause\nnor permit a release or threatened release of Hazardous Materials onto the\nPremises or any other property as a result of any intentional or unintentional\nact or omission on the part of Tenant; (c) comply with all Legal Requirements\nrelated to Hazardous Materials; (d) conduct and complete all investigations,\nstudies, sampling, and testing, and all remedial, removal, and other actions on,\nfrom, or affecting the Premises in accordance with such Legal Requirements and\nto the satisfaction of Landlord; (e) upon the expiration or termination of this\nLease, deliver the Premises to Landlord free of all Hazardous Materials; and (f)\ndefend, indemnify, and hold harmless Landlord and Landlord's employees and other\nagents from and against any claims, demands, penalties, fines, liabilities,\nsettlements, damages, costs, or expenses of any kind or nature, known or\nunknown, contingent or otherwise (including, without limitation, accountants'\nand attorneys' fees (including fees for the services of paralegals and similar\npersons), consultant fees, investigation and laboratory fees, court costs, and\nlitigation expenses at the trial and all appellate levels), arising out of, or\nin any way related to (i) the presence, disposal, release, or threatened\nrelease, by or caused by Tenant or its agents, of any Hazardous Materials which\nare on, from, or affecting the soil, water, vegetation, buildings, personal\nproperty, persons, animals or otherwise; (ii) any personal injury, including\nwrongful death, or damage to property, real or personal, arising out of or\nrelated to such Hazardous Materials; (iii) any lawsuit brought, threatened, or\nsettled by Legal Authorities or other parties, or order by Legal Authorities,\nrelated to such Hazardous Materials or otherwise; and\/or (iv) any violation of\nLegal Requirements related in any way to such Hazardous Materials.\nNotwithstanding clauses (d), (e) and (f), Tenant shall have no obligation under\nclauses (d), (e) and (f) arising from or related to Hazardous Materials, to the\nextent, if any, such Hazardous Materials were (i) located in or about the\nPremises, the Building, the Complex or the Property prior to the Rent\nCommencement Date and (ii) Tenant does not cause, contribute to or participate\nin, as the case may be, the handling, generation, storage, disposal or release\nof same. Tenant will participate in periodic fire brigade instruction and drills\nat the request of Landlord and will supply, maintain, repair and replace for the\nPremises any fire extinguishers or other fire prevention equipment and safety\nequipment required by the aforementioned rules, regulations, standards and\nrecommendations.\n\n      14. Building Rules and Regulations. Tenant will comply with the rules and\nregulations of the Building (the \"Rules and Regulations\") as adopted and altered\nby Landlord from time to time and will cause all of its agents, employees,\ninvitees and visitors to do so. The current Rules and Regulations of the\nLandlord are attached to this Lease as Exhibit \"E\" and are incorporated herein\nby reference. Landlord shall give Tenant written notice of the Rules and\nRegulations as adopted and revised from time to time, and Tenant shall be\nobligated to comply with same as of the date of Tenant's receipt of such notice.\n\n      15. Entry by Landlord. Tenant agrees to permit Landlord or its agents or\nrepresentatives to enter into and upon any part of the Premises at all\nreasonable hours (and in emergencies at all times) to inspect the same, to show\nthe Premises to prospective purchasers, Landlord's mortgagees or ground lessors\n(collectively, \"Mortgagee\"), tenants or insurers, and to clean, maintain or make\nrepairs, alterations or additions to the Premises, the Building or the Complex.\nExcept in the case of an emergency, Landlord shall give Tenant verbal notice\nprior to any such entry. Landlord shall use reasonable efforts to not materially\ninterfere with Tenant's use of the Premises.\n\n      16. Assignment and Subletting.\n\n      (a) Tenant shall not, voluntarily, involuntarily, or by operation of law,\nassign, sublease, transfer, mortgage, pledge or encumber this Lease or any\ninterest therein except with Landlord's prior written consent, but no consent to\nany of the foregoing shall relieve Tenant of any liability hereunder. Landlord's\nconsent to any assignment or sublease shall not be unreasonably withheld. Any\nattempted assignment, sublease, transfer or encumbrance of this Lease by Tenant\n\n                                       77\n\n\nin violation of the terms and covenants of this Paragraph shall be void ab\ninitio. Any consent given by Landlord shall not be considered to be a consent to\nany other or further proposed assignment, sublease, transfer or encumbrance. In\nthe event Tenant or Guarantor, if any, is a corporation, limited liability\ncompany or a partnership, the conveyance, assignment, transfer or alienation of\n20% or more of the corporate stock, membership interests or partnership\ninterests, as the case may be, or the change in management or controlling\ninterest in Tenant or Guarantor shall be deemed an assignment for the purposes\nhereof unless such entity is a Reporting Company under the Securities Exchange\nAct of 1934. Tenant shall reimburse Landlord's actual attorneys' fees and\nexpenses incurred in connection with Tenant's assignment, subletting, transfer,\nor encumbrance of this Lease or any interest therein.\n\n      (b) If Tenant requests Landlord's consent to an assignment of this Lease\nor subletting of all or part of the Premises, Landlord may, at its option,\nrecapture the Premises or applicable portion thereof from Tenant and terminate\nthis Lease (in part or in whole, as appropriate) upon 20 days' notice in which\ncase Landlord shall be permitted to lease the Premises to any third party.\n\n      (c) All cash or other consideration, including any excess Rent beyond the\nRent set forth herein, received by Tenant as the proceeds of, or resulting from,\nany assignment, sale, or sublease of Tenant's interest in this Lease and\/or the\nPremises, whether consented to by Landlord or not, shall be paid to Landlord,\nnotwithstanding the fact that such proceeds exceed the Rent called for\nhereunder, unless Landlord agrees to the contrary in writing, and Tenant hereby\nassigns all rights it might have or ever acquire in any such proceeds to\nLandlord. This covenant and assignment shall benefit Landlord and its successors\nin ownership of the Building and \/or the Complex and shall bind Tenant and\nTenant's heirs, executors, administrators, personal representatives, successors\nand assigns. Any assignee, sublessee or purchaser of Tenant's interest in this\nLease (all such assignees, sublessees or purchasers being hereinafter referred\nto as \"Successors\"), by occupying the Premises and\/or assuming Tenant's\nobligations hereunder, shall be deemed to have assumed liability to Landlord for\nall amounts paid to persons other than Landlord by such Successor in\nconsideration of any such sale, assignment or subletting, in violation of the\nprovisions hereof, but Tenant shall remain fully liable to Landlord for all\nobligations hereunder.\n\n      (d) The interest of Tenant in this Lease and\/or the Premises is not\nsubject to execution, levy and\/or sale, and is not otherwise subject to transfer\nby Tenant in any manner whatsoever, except as expressly provided and permitted\nin this Lease and\/or except as may be effectuated by Landlord under this Lease.\n\n      17. Construction Liens. The interest of Landlord in and to the Property,\nthe Building, the Complex, the Premises, and\/or any part of either, and the\nincome therefrom, shall not be subject to liens for improvements made, or caused\nto be made, by Tenant. Tenant will not permit any construction liens, mechanic's\nliens or other liens to be placed upon the Premises, the Building the Complex or\nthe Property, and nothing in this Lease shall be deemed or construed in any way\nas constituting the consent or request of Landlord, express or implied, by\ninference or otherwise, to any person for the performance of any labor or the\nfurnishing of any materials to the Premises or any part thereof, nor as giving\nTenant any right, power, or authority to contract for or permit the rendering of\nany services or the furnishing of any materials that would give rise to any\nconstruction, mechanic's or other liens against the Premises, the Building, the\nComplex or the Property. If any such lien is recorded against or attached to the\nPremises, the Building, the Complex or the Property, Tenant shall bond against\nor discharge same within 10 days after Tenant's receipt of actual notice that\nthe same has been so recorded or attached. Should any such lien not be\ndischarged or bonded off within such 10 day period, then, in addition to any\nother right or remedy of Landlord, Landlord may, but shall not be obligated to,\ncause the same to be discharged (including the advancement of monies for such\npurpose). Any monies advanced or costs incurred by Landlord for any of the\naforesaid purposes shall be paid by Tenant to Landlord on demand as Additional\nRent. Should a Notice of Commencement be filed in the public records for work by\nor on behalf of Tenant, the Legal Description shall specifically be limited to\nTenant's leasehold interest in the Premises, and then Tenant shall be\nresponsible for having a corresponding Notice of Termination timely recorded in\nthe county which the Property is located upon the completion of such work.\n\n                                       78\n\n\n      18. Landlord's Insurance.\n\n      (a) Landlord shall, as part of the Operating Expenses, maintain fire and\nextended coverage insurance on the Building and the Premises (which may include\nvandalism and malicious mischief coverage) and such endorsements as Landlord may\nrequire or is otherwise reasonably consistent with other similarly situated\nbuildings) in an amount not less than the full replacement value thereof (which\nmay be exclusive of foundations), or in such amounts as Mortgagee shall require,\nwith such deductibles as shall be determined by Landlord from time to time.\nLandlord reserves the right to self-insure the Building so long as a financial\ninstitution such as an insurance company, bank, savings and loan association, or\npension fund having a net worth of at least $100 million owns an interest in the\nBuilding of 50% or more. All insurance obtained by Landlord in connection with\nthe Building shall be passed through to the tenants of the Building, including\nTenant, as part of the Operating Expenses, and payments for losses thereunder\nshall be made solely to Landlord or Mortgagee as their interests shall appear.\nIn the event of self-insurance, the premium cost equivalency of such policy or\npolicies shall be a part of the Operating Expenses.\n\n      (b) Landlord shall, as part of the Operating Expenses, maintain a policy\nor policies of commercial general liability insurance with respect to the Common\nAreas and the activities thereon in such amounts as Landlord or any Mortgagee\nmay require. In the event of self-insurance (as referenced in Paragraph 18(a)\nabove), the premium cost equivalency of such policy or policies shall be part of\nthe Operating Expenses.\n\n      (c) Landlord may purchase insurance for windstorm, flood, plate glass,\nsign, automobile, sinkhole, business income, rent loss, liquor liability and\nsuch other insurance which Landlord or any Mortgagee may require in their sole\ndiscretion and with such deductibles as Landlord may desire. The costs of all\nsuch insurance shall be part of the Operating Expenses.\n\n      (d) Landlord may hereafter raise or lower such coverage in such amounts as\nmay from time to time be prudent to Landlord within its sole discretion.\n\n      19. Tenant's Insurance and Requirements.\n\n      (a) Tenant agrees to secure and keep in force from and after the date\nLandlord shall deliver possession of the Premises to Tenant (or the earlier date\nTenant enters the Premises for any purpose) and throughout the Lease Term, at\nTenant's own cost and expense:\n\n            (i) Commercial general liability insurance with a single combined\nlimit, including any umbrella or excess commercial policy, with a broad form\ncommercial general liability endorsement applicable to the Premises and its\nappurtenances, the sidewalks, if any, abutting and\/or adjoining the Premises,\nand the business operated by Tenant and\/or any party, in or from the Premises,\non an occurrence basis in an amount of not less than $1,000,000 and $2,000,000\naggregate or such additional amount as may be reasonably required by Landlord\nfrom time to time, which shall include insurance for personal injury, death or\nproperty damage occurring upon, in or about the Premises, including water damage\nand sprinkler leakage legal liability, and shall include products and completed\noperations coverage with a reasonable deductible consistent with standard\nindustry practice.\n\n            (ii) Special Form property insurance covering all the items included\nin Tenant Improvements, Tenant's leasehold improvements, the HVAC equipment\nserving the Premises, and all trade fixtures, furniture, decorations, equipment,\ninventory, merchandise and personal property from time to time in, on or upon\nthe Premises, and alterations, additions or changes made by Tenant, in an amount\nnot less than one 100% percent of their replacement cost from time to time\nduring the Lease Term without co-insurance, providing protection against perils\n\n                                       79\n\n\nincluded within a standard Florida form of fire and extended coverage insurance\npolicy, together with insurance against sprinkler damage (if sprinklers are\ninstalled), vandalism, theft, and malicious mischief, and shall also include\nplate glass coverage for all plate glass along the exterior walls of the\nPremises, with a reasonable deductible consistent with standard industry\npractice. At Landlord's option, any proceeds from such insurance shall be held\nby an escrow agent approved by Landlord for the repair, restoration,\nreconstruction or replacement of the property damaged or destroyed unless this\nLease shall cease and terminate as hereinafter provided.\n\n            (iii) Workers' Compensation insurance in the amount required by law,\nand employer's liability insurance in an amount of not less than $100,000 with a\nreasonable deductible consistent with standard industry practice.\n\n            (iv) Intentionally waived due to Tenant's contingency relocation\nplan for emergency situations. Business income and interruption insurance\nrespecting Tenant's operations from the Premises sufficient to cover Tenant's\noverhead and payroll for at least 12 months.\n\n            (v) During any period when Tenant Improvements or any other\nconstruction work is being performed within the Premises or on the Property by\nor for Tenant, Tenant or its contractor(s) shall provide builder's risk\ninsurance equal to the replacement cost of any improvements being constructed,\nnaming Landlord as a loss payee, and owner's and contractor's protective\nliability insurance in an amount of not less than $1,000,000 with a reasonable\ndeductible consistent with standard industry practice; and each contractor shall\nmaintain worker's compensation insurance as required by law, and Landlord shall\nbe provided with certificates evidencing same.\n\n      (b) Tenant's Insurance - Special Requirements. All policies of insurance\nprovided for in Paragraph 19(a) above shall: (i) be issued in form and by an\ninsurance company approved by Landlord rated A VII or better by the then current\nBest's Guide, and qualified to do business in the State of Florida; (ii) name\nthe following parties (the \"Interested Parties\") as additional insureds (or as\nloss payee, as applicable): Landlord, Landlord's agents and managers, any ground\nlessor or Mortgagee, and any other parties in interest from time to time\ndesignated in writing by notice from Landlord to Tenant; (iii) be delivered (or,\nat Landlord's option, a certificate thereof acceptable to Landlord) to the\nInterested Parties upon or before delivery of possession of the Premises to\nTenant and thereafter within 30 days prior to the expiration of each such\npolicy, and, as often as any such policy shall expire or terminate, renewal or\nadditional policies shall be procured and maintained by Tenant in like manner\nand to like extent; (iv) shall contain a provision that the insurer will give\nthe Interested Parties at least 30 days notice in writing in advance of any\ncancellation, termination or lapse, or the effective date of any reduction in\nthe amounts of insurance or any other material change; (v) shall be written as a\nprimary policy which does not contribute to and is not in excess of coverage\nwhich the Interested Parties may carry, and (vi) shall contain a provision that\nthe Interested Parties, although added as additional insureds or named as loss\npayees, shall nevertheless be entitled to recover under said policies for any\nloss occasioned to them, or their servants, agents and employees by reason of\nthe negligence of Tenant. The limit of any insurance maintained by Tenant shall\nnot limit the liability of Tenant hereunder. Tenant shall also maintain at its\nexpense such other insurance as is customarily carried by businesses similar to\nTenant's business, in such amounts and conditions as Landlord may reasonably\nrequire.\n\n(c) Proceeds. All insurance proceeds payable with respect to the Premises, and\nthe Additional Improvements shall belong to and shall be payable to Landlord,\nprovided that in the event of any damage or destruction to the Premises and the\nLease is not terminated pursuant to any right hereunder, and Tenant completes\nits obligation to repair, redecorate and refixture the Premises in accordance\nwith Paragraph 22, Tenant shall be entitled to the proceeds of the insurance\ncarried by Tenant covering the Additional Improvements, but such insurance\nproceeds shall be held in trust by or on behalf of Tenant for such purposes in a\nmanner reasonably acceptable to Landlord. If Tenant shall fail to complete the\nrepairs, redecoration and refixturing which it is obligated to perform under\nParagraph 22, or if this Lease is terminated prior to completion of such work,\n\n                                       80\n\n\nTenant shall have no right or claim to such proceeds, and all such proceeds\nshall be turned over to Landlord and disposed of as Landlord, in its sole and\nabsolute discretion, may determine. Upon termination of this Lease by Tenant\npursuant to Paragraph 22, Tenant shall also pay to Landlord any deductible of\nany Tenant insurance policy with respect to the Premises and if the proceeds are\ninsufficient to complete any restoration work, Tenant shall pay Landlord any\ndeficiency.\n\n      20. Indemnity; Limitation of Liability.\n\n      (a) Landlord shall not be liable for, and Tenant will indemnify, defend,\nand save Landlord harmless of and from, all fines, suits, damages, claims,\ndemands, losses, and actions (including attorneys' fees) for any injury to\nperson or damage to or loss of property on or about the Premises, the Building,\nProperty, and the Complex caused by the negligence or misconduct or breach of\nthis Lease by Tenant, its employees, subtenants, invitees, licensees, or by any\nother person entering the Premises, the Building, the Complex, or the Property\nunder express or implied invitation of Tenant, or arising out of Tenant's use of\nthe Premises.\n\n      (b) Landlord shall not be responsible for any of its or any other person's\nacts or omissions including, without limitation, its negligence, or the acts,\nomissions or negligence of any party for whom Landlord could be responsible or\nliable including, without limitation, its agents, employees, invitees, lessees,\nlicensees or independent contractors, that causes any loss or damage to any\nproperty or the death or injury to any person, whether occasioned: (i) by theft,\nfire, act of God or public enemy, injunction, riot, strike, insurrection, war,\ncourt order, requisition of other governmental body or authority; (ii) due to\nthe Premises, the Building, the Complex, or the Property or any part thereof\nbecoming out of repair; (iii) by the happening of any accident in or about the\nPremises, the Building, the Complex or the Property; (iv) due to any act of\nneglect of any tenant or occupant of the Building, the Complex, or the Property\nor of any other person; or (v) otherwise. This provision shall apply especially\n(but not exclusively) to damage caused by water, frost, weather, steam,\nsewerage, electricity, gas, sewer gas or odors, or by the bursting or leaking of\npipes or plumbing work, and shall apply equally whether such damage be caused by\nact or neglect of Landlord or any of the other tenants, occupants, or\nmaintenance personnel of the Building, the Complex, or of the Property, or of\nany other person. Notwithstanding the foregoing, but subject to Paragraph 21,\nLandlord shall be liable for any such loss, damage, death or injury, which is\nproximately caused by the Landlord's gross negligence or willful misconduct.\n\n      21. Waiver of Subrogation Rights. Except as otherwise provided in\nParagraph 22(b) of this Lease, Landlord and Tenant each waives on behalf of\nitself and its insurers (none of which shall ever be assigned any such claim or\nbe entitled thereto due to subrogation or otherwise) any and all rights of\nrecovery, claim, action, or cause of action against the other, its agents,\nofficers, or employees, for any loss or damage that may occur to the Premises,\nor any improvements thereto or the Building, the Complex, or the Property of\nwhich the Premises are a part, or any improvements thereto, or any personal\nproperty of such party therein, by reason of fire, the elements, or any other\ncauses which are, or could or should be insured against under the terms of the\nstandard fire and extended coverage insurance policies referred to in Paragraphs\n18 or 19 hereof, regardless of whether such insurance is actually maintained and\nregardless of the cause or origin of the damage involved, including negligence\nof the other party hereto, its agents, officers, or employees.\n\n      22. Casualty Damage.\n\n      (a) If the Premises or any part thereof shall be damaged by fire or other\ncasualty, Tenant shall give prompt written notice thereof to Landlord. If: (i)\nthe Building or the Complex shall be so damaged that substantial alteration or\nreconstruction of the Building, Complex or the Property shall, in Landlord's\nsole opinion, be required (whether or not the Premises shall have been damaged\nby such casualty); (ii) any Mortgagee's interest in the Building, the Complex or\nthe Property requires that the insurance proceeds payable as a result of a\ncasualty be applied to the payment of the mortgage debt; (iii) there is any\nmaterial uninsured loss to the Building, the Complex, the Property or any part\n\n                                       81\n\n\nthereof; Landlord may, at its option, terminate this Lease by notifying Tenant\nin writing of such termination within 90 days after the date of such casualty;\nand may, at its option, not repair, reconstruct, or restore the Premises or the\nBuilding, whether or not the Premises have suffered from the casualty.\n\n      If the Landlord estimates that it can repair the Shell Improvements (as\nhereinafter defined) within 360 days from receipt of all insurance proceeds, the\nLease will continue unless otherwise terminated by Landlord as provided above.\nIf Landlord estimates that it cannot make the necessary repairs in 360 days from\nreceipt of all insurance proceeds, it will advise Tenant of its estimate of how\nlong the repairs will take and Tenant will have 30 days from Landlord's estimate\nto elect whether to terminate the Lease or not. If Tenant fails to terminate the\nLease at that juncture, it cannot thereafter terminate the Lease in connection\nwith the casualty, provided that Landlord is proceeding in good faith to repair,\nand provided that the repairs do not take longer than 60 days more than\nLandlord's estimate. Landlord's estimate of the length of time necessary to\ncomplete repairs shall be given to Tenant the later of: (i) 30 days after a\nwritten request from Tenant is received by Landlord; and (ii) 60 days after the\noccurrence of a casualty. However, if Landlord is prevented by force majeure\n(\"Delays\"), from completing the restoration within said applicable period, and\nif Landlord provides Tenant with written notice of such cause for the Delays\nwithin 15 days of the occurrence thereof, said notice to contain the reason for\nthe Delays and a good faith estimate of the period of the delay caused thereby,\nthen Landlord shall have an additional period beyond said applicable period,\nequal to the Delays in which to restore the damaged areas of the Building; and\nTenant may not elect to terminate this Lease until said additional period\nrequired for completion has expired with the Building not having been\nsubstantially restored. Landlord's obligation to restore shall not require\nLandlord to spend for such work an amount in excess of the insurance proceeds\nactually received by Landlord as a result of the casualty and Landlord's\nrestoration obligations shall be limited to the Building shell and the Shell\nImprovements located in the Premises.\n\n      When the Landlord's repairs have been substantially completed by Landlord,\nTenant shall promptly complete the restoration of all improvements to the\nPremises in excess of the Shell Improvements (including, without limitation, all\nTenant Improvements unless Landlord elects to restore any such Tenant\nImprovements, which restoration shall in all events be at the expense of Tenant)\nwhich are necessary to permit Tenant's reoccupancy of the Premises and to\nrestore the Premises to the condition immediately before such casualty or\ndamage, in accordance with plans and specifications approved by Landlord and\nTenant pursuant to the provisions applicable to Tenant Improvements. Landlord\nshall have the right, but not the obligation, to bid such work on behalf of\nTenant and shall become Tenant's contractor in the event: (i) its bid is the low\nbid; or (ii) Landlord elects to match the low bid received by Tenant from any\nother qualified contractor. In any event Landlord shall have the right to\napprove any contractor Tenant selects to perform such work. Tenant shall also be\nresponsible for the restoration of Tenant's furniture, equipment, and fixtures.\nAll cost and expense of reconstructing the Premises to a level in excess of\nShell Improvements shall be borne by Tenant.\n\n      (b) Landlord shall not be liable for any inconvenience or annoyance to\nTenant or injury to the business of Tenant resulting in any way from such\ncasualty damage or the repair thereof; except that, subject to the provisions of\nthe next sentence, Landlord shall allow Tenant a fair diminution of Rent until\nthe Shell Improvements are substantially completed by Landlord and a reasonable\nperiod of time has elapsed for Tenant to restore the Tenant Improvements, but\nsuch time period not to exceed 60 days from the date Landlord substantially\ncompletes the Shell Improvements. If the Premises or any other portion of the\nBuilding, Complex or the Property be damaged by fire or other casualty resulting\nfrom the fault or negligence of Tenant or any of Tenant's agents, contractors,\nemployees, or invitees, the Rent hereunder shall not be diminished during the\nrepair of such damage, and Tenant shall be liable to Landlord for the cost of\nthe repair and restoration of the Premises, the Building, the Complex and\/or the\nProperty caused thereby to the extent such cost and expense is not covered by\ninsurance proceeds. \"Shell Improvements\" shall mean the Building as initially\nconstructed, but shall not include any of the Tenant Improvements or other\nimprovements made to the Premises or any other premises leased by tenants of\nLandlord.\n\n                                       82\n\n\n      23. Condemnation. If the whole or substantially the whole of the Complex,\nBuilding or the Premises should be taken for any public or quasi-public use, by\nright of eminent domain or otherwise or should be sold in lieu of condemnation,\nthen this Lease shall terminate as of the date when physical possession of the\nBuilding or the Premises is taken by the condemning authority. If less than the\nwhole or substantially the whole of the Property, Complex, Building or Premises\nis thus taken or sold, Landlord (whether or not the Premises are affected\nthereby) may, at its option, terminate this Lease by giving written notice\nthereof to Tenant; in which event this Lease shall terminate as of the date when\nphysical possession of such portion of the Property, Complex, Building or\nPremises is taken by the condemning authority. If this Lease is not so\nterminated upon any such taking or sale, and if a portion of the Building or the\nPremises is taken, the Base Rent payable hereunder shall be diminished by an\nequitable amount, and Landlord shall, to the extent Landlord deems feasible,\nrestore the Building and, if affected, the Premises to substantially their\nformer condition, but such work shall not exceed the scope of the work done by\nLandlord in originally constructing the Shell Improvements and the Landlord's\nportion of the Tenant Improvements in the Premises, nor shall Landlord in any\nevent be required to spend for such work an amount in excess of the amount\nreceived by Landlord as compensation for such taking. All amounts awarded upon a\ntaking of any part or all of the Property, Building, Complex or Premises shall\nbelong to Landlord, and Tenant shall not be entitled to and expressly waives all\nclaims to any such compensation.\n\n      24. Events of Default; Remedies.\n\n      (a) The following events shall be deemed to be, but are not exclusively,\n\"Events of Default\" by Tenant under this Lease: (i) Tenant shall fail to pay any\nRent or other sum of money when due under this Lease; (ii) Tenant shall fail to\ncomply with any provision of this Lease or any other agreement between Landlord\nand Tenant (including, without limitation, the Work Letter) not requiring the\npayment of money (all of which terms, provisions, and covenants shall be deemed\nmaterial) and such failure shall continue for a period of 15 days after written\nnotice of such default is delivered to Tenant, or if such failure could not\nreasonably be cured within such period, Tenant shall have failed to commence\nsuch cure within such period or thereafter failed to prosecute with diligence\nsuch cure to completion, but in not event later than 60 days after Landlord's\ninitial notice to Tenant of such failure; (iii) the leasehold hereunder demised\nshall be taken by execution or other process of law in any action against\nTenant; (iv) Tenant notifies Landlord, at any time prior to the Rent\nCommencement Date, that Tenant does not intend to take occupancy of the Premises\nupon the Rent Commencement Date, or Tenant shall fail to promptly move into and\ntake possession of the Premises when the Premises are ready for occupancy or\nshall cease to do business in or abandon any substantial portion of the\nPremises; (v) Tenant shall become insolvent or unable to pay its debts as they\nbecome due, or Tenant notifies Landlord that it anticipates either condition;\n(vi) Tenant or any guarantor takes any action to, or notifies Landlord that\nTenant or any guarantor intends to file a petition under any section or chapter\nof the Bankruptcy Code, as amended from time to time, or under any similar law\nor statute of the United States or any State thereof, or a petition shall be\nfiled against Tenant or any guarantor under any such statute, or Tenant or any\nguarantor or any creditor of Tenant notifies Landlord that it knows such a\npetition will be filed, or Tenant or any guarantor notifies Landlord that it\nexpects such a petition to be filed; (vii) a receiver or trustee shall be\nappointed for Tenant's leasehold interest in the Premises or for all or a\nsubstantial part of the assets of Tenant or any guarantor; (viii) Tenant shall\nmake any assignment of this Lease or sublease of all or any portion of the\nPremises without Landlord's prior consent in violation of the terms of this\nLease; (ix) Tenant shall remove or permit the removal of any furniture, fixtures\nor equipment from the Premises other than in the ordinary course of its\nbusiness; (x) if Tenant fails more than twice within any 12 month period to\nobserve or perform any covenant, condition, or agreement of this Lease\n(including without limitation the payment of Rent), regardless of whether such\ndefaults shall have been cured by Tenant, the third default shall at the\nelection of Landlord, in its sole and absolute discretion, be deemed a\nnoncurable Event of Default; (xi) Tenant or any agent of Tenant falsifies any\nreport or misrepresents other information required to be furnished to Landlord\npursuant to this Lease; (xii) the death of Tenant or any guarantor of Tenant's\nobligations; or the commencement of steps or proceedings toward the dissolution,\n\n                                       83\n\n\nwinding up, or other termination of the existence of the Tenant or of any\nguarantor of the Tenant's obligations, or toward the liquidation of either of\ntheir respective assets; or (xiii) the occurrence of any other event described\nas a default elsewhere in the Lease or any amendment thereto, regardless of\nwhether such event is defined as one of the Events of Default in this Paragraph.\n\n      (b) Upon the occurrence of any of the Events of Default enumerated above,\nor any other event of default by Tenant under this Lease Landlord shall have the\noption to pursue any one or more of the following remedies without any notice\n(except for that expressly required by Subparagraph 24(a)) or demand for\npossession whatsoever (and without limiting the generality of the foregoing,\nTenant hereby specifically waives notice and demand for payment of Rent or other\nobligations due): (i) terminate this Lease, in which event Tenant shall\nimmediately surrender the Premises to Landlord; (ii) terminate Tenant's right to\noccupy the Premises and re-enter and take possession of the Premises (without\nterminating this Lease); (iii) Landlord shall have the right, with or without\nterminating or canceling this Lease or Tenant's right to possession of the\nPremises, to declare all amounts and Rents due under this Lease for the\nremainder of the Lease Term (or any extension or renewal thereof) to be\nimmediately due and payable, and thereupon all rents and other charges due\nhereunder to the end of the Lease Term (or any extension or renewal term, if\napplicable) shall be accelerated, but such accelerated amount shall be\ndiscounted to the then present value at the discount rate of the Federal Reserve\nBank of the district within which the Premises is located; (iv) Landlord may\nelect to enter and repossess the Premises and relet all or part of the Premises\nfor Tenant's account, for a term or terms which may, at Landlord's option, be\nequal to, less than, or greater than the period which would otherwise have\nconstituted the balance of the Lease Term, holding Tenant liable in damages for\nall expenses incurred in any such reletting including, without limitation, any\nTenant improvement allowance, expenditures in connection with renovation,\nmaintenance, repairs and\/or alterations for the new tenant, broker's\ncommissions, legal fees, etc. and for any difference between the amount of rent\nreceived from such reletting and the Rent due and payable under the terms of\nthis Lease; (v) enter upon the Premises and do whatever Tenant is obligated to\ndo under the terms of this Lease, and Tenant agrees to reimburse Landlord on\ndemand for any expense which Landlord may incur in effecting compliance with\nTenant's obligations under this Lease, and Tenant further agrees that Landlord\nshall not be liable for any damages resulting to the Tenant from such action;\nand (vi) exercise all other remedies available to Landlord at law or in equity,\nincluding, without limitation, injunctive relief of all varieties.\n\n      In the event Landlord elects to re-enter or take possession of the\nPremises after Tenant's default, Tenant hereby waives notice of such re-entry or\nrepossession. Landlord may make such alterations and\/or decorations in the\nPremises as Landlord, in Landlord's sole discretion, considers advisable and\nnecessary for the purpose of reletting, securing or maintaining the Premises.\nLandlord, in addition to all other rights and remedies it may have, shall have\nthe right to keep in place and use all of the inventory, furniture, fixtures,\nequipment and other personal property in the Premises and\/or remove any or all\nof Tenant's property from the Premises which may then be sold, disposed of, or\nstored at the cost of and for the account of Tenant. Landlord shall not be\nresponsible for the care or safekeeping of any such property and Tenant waives\nany claim against Landlord relating thereto. No re-entry or taking possession of\nthe Premises by Landlord shall be construed as an election on Landlord's part to\nterminate this Lease unless written notice of such intention is given to Tenant.\nNotwithstanding any reletting without termination of this Lease, Landlord may at\nany time thereafter elect to terminate this Lease. In any event, Landlord shall\nnot be liable for, nor shall Tenant's obligations hereunder be diminished by\nreason of, any failure by Landlord to relet the Premises or any failure by\nLandlord to collect any sums due upon such reletting, and the refusal, failure\nor inability of Landlord to relet the Premises or any part or parts thereof\nshall not release or affect Tenant's liability for damages, the Tenant hereby\nspecifically waiving any duty on the part of Landlord to mitigate damages that\nmay otherwise be imposed by law. Landlord may, without prejudice to any other\nremedy which it may have for possession or arrearages in rent, expel or remove\nTenant and any other person who may be occupying said Premises or any part\nthereof. In addition, the provisions of Paragraph 26 hereof shall apply with\nrespect to the period from and after the giving of notice of such termination to\nTenant. All of Landlord's remedies shall be cumulative and not exclusive.\nForbearance by Landlord to enforce one or more of the remedies herein provided\n\n                                       84\n\n\nupon an event of default shall not be deemed or construed to constitute a waiver\nof such default. Without limiting the generality of the foregoing, the\nmaintenance of any action or proceeding to recover possession of the Premises or\nany Rent or any other monies that may be due or become due from Tenant to\nLandlord shall not preclude Landlord from thereafter instituting and maintaining\nsubsequent actions or proceedings for the recovery of possession of the Premises\nor of any other Rent or monies that may be due or become due from Tenant. Any\nentry or re-entry into the Premises by Landlord shall not be deemed to absolve\nor discharge Tenant from liability under this Lease.\n\n      (c) In addition to any other rights and remedies available to Landlord\nunder this Lease and\/or at law and\/or in equity, Tenant shall reimburse Landlord\nupon demand the unamortized portion of: (i) any Tenant Improvement Allowance;\n(ii) brokerage fees paid by Landlord in connection with this Lease; (iii) costs\nexpended by Landlord in connection with any Tenant Improvements made by\nLandlord; and (iv) all other costs, expenses and other sums incurred by Landlord\nin connection with preparing and\/or improving the Premises for Tenant's\noccupancy under this Lease.\n\n      (d) Tenant hereby expressly waives any and all rights of redemption and\nrights to relief from forfeiture granted by or under any present or future laws,\nif Tenant shall be evicted or dispossessed from the Premises for any cause, or\nLandlord reenters the Premises following the occurrence of any Event of Default\nhereunder, or this Lease is terminated before the expiration date thereof\noriginally fixed herein. For the enforcement of Landlord's remedies, Landlord\nmay have recourse to any applicable legal or equitable process for the recovery\nof possession of the Premises and the right to seek an injunction or a\ndeclaratory judgment as if no other remedies were provided herein for such\nbreach. Except as otherwise specifically required by this Lease, Tenant waives\nany and all statutory and legal notice requirements.\n\n      25. Peaceful Enjoyment.\n\n      (a) Tenant shall, and may peacefully have, hold, and enjoy the Premises,\nsubject to the other terms hereof including, without limitation, Paragraph 27\nhereof, provided that Tenant timely pays the Rent and other sums herein recited\nto be paid by Tenant, and timely performs all of Tenant's covenants and\nagreements contained in this Lease. This covenant and all other covenants of\nLandlord shall be binding upon Landlord and its successors only with respect to\nbreaches occurring during its or their respective periods of ownership of\nLandlord's interest hereunder. Landlord shall be entitled to cause Tenant to\nrelocate from the Premises to a comparable space (a \"Relocation Space\") within\nthe Complex at any time upon 30 days prior written notice to Tenant. The costs\nof the physical relocation of Tenant (including its reasonable moving expenses)\nshall be at the expense of Landlord. Such a relocation shall not terminate or\notherwise affect or modify this Lease except that from and after the date of\nsuch relocation, the \"Premises\" shall refer to the relocation space into which\nTenant has been moved, rather than the original Premises as herein defined.\nLandlord shall have the right in its sole discretion, at any time and from time\nto time, without notice to Tenant, to undertake (i) renovation or (ii) further\ndevelopment of the Property by way of expansion of the existing Building, the\nParking Facility, or any other part of the Complex; provided that such\nrenovation or development by Landlord shall not unreasonably interfere with\nTenant's use and occupancy of the Premises or access to the Building and the\nParking Facility.\n\n      (b) Notwithstanding anything contained in this Lease to the contrary,\nshould Landlord determine that an emergency exists that threatens the Complex,\nBuilding or any of the tenants or persons therein, or any of their property\n(e.g. an impending hurricane, a bomb threat to the Complex or Building),\nincluding but not limited to emergencies caused by persons or natural conditions\noutside of Landlord's control, Landlord shall have the right to close the\nComplex and\/or the Building and require all tenants, including Tenant, to\nevacuate the Building and\/or Complex until such emergency ceases to exist. Such\nclosure shall not affect Base Rent, any other Rent or the Lease Term.\n\n                                       85\n\n\n      26. Surrender; Holding Over. This Lease shall terminate at 11:59 p.m. on\nthe day of the expiration of the Lease Term without the necessity of notice from\neither Landlord or Tenant. Upon the expiration or termination of this Lease (or\nsuch other time as Tenant may vacate the Premises, notwithstanding that so\nvacating may constitute a default), Tenant shall peacefully surrender, quit and\nvacate the Premises and deliver up same to Landlord in accordance with the terms\nof this Lease and in good order, condition and repair, as the same shall be on\nthe date Tenant opens for business in the Premises, or the date any subsequent\nimprovements to the Premises are completed, ordinary wear and tear and damage by\nfire or other insured casualty for which Landlord has received the applicable\nproceeds excepted, broom clean, with all trash removed. Tenant shall also\ndeliver to Landlord all keys to the Premises and shall inform Landlord of all\ncombinations and codes on any locks, alarms, safes and vaults in the Premises.\nIn the event of holding over by Tenant after expiration or other termination of\nthis Lease, or in the event Tenant continues to occupy the Premises after the\ntermination of Tenant's right of possession pursuant to Paragraph 24(b) hereof,\nTenant shall, throughout the entire holdover period, pay Rent equal to twice the\nBase Rent and Additional Rent which would have been applicable had the Lease\nTerm continued through the period of such holding over by Tenant. No holding\nover by Tenant after the expiration of the Lease Term shall be construed to\nextend the term of this Lease, and Tenant shall be deemed to be a\ntenant-at-sufferance during such holdover period. If, as a direct result of\nTenant's holding over in the Premises after expiration or other termination of\nthis Lease, Landlord suffers damages or incurs additional obligations to any\nthird party who has leased part or all of the Premises, Tenant shall indemnify\nLandlord to the extent of such damages or additional obligations, including\nwithout limitation Landlord's attorneys' fees.\n\n      27. Subordination to Mortgage; Attornment .\n\n      (a) Tenant accepts this Lease subject and subordinate to any mortgage,\ndeed of trust, ground lease, or other lien presently existing or hereafter\narising upon the Premises, or upon the Building, the Complex or the Property and\nto any renewals, refinancing and extensions thereof or of any ground leases\n(collectively, a \"Mortgage\"), and Tenant agrees that any Mortgagee shall have\nthe right at any time to subordinate such Mortgage to this Lease on such terms\nand subject to such conditions as Mortgagee may deem appropriate in its\ndiscretion. The terms of this Lease are subject to approval by Mortgagee, and\nsuch approval is a condition precedent to Landlord's obligations under this\nLease. Landlord is hereby irrevocably vested with full power and authority to\nsubordinate this Lease to any Mortgage now existing or hereafter placed upon the\nPremises, or the Building, the Complex or the Property, and Tenant agrees upon\ndemand to execute such further instruments (collectively, \"Subordination\nInstrument\") subordinating this Lease or attorning to the holder of any such\nMortgage as Landlord may request. Tenant's failure to execute the Subordination\nInstrument promptly as requested shall not be grounds for Tenant to terminate\nthis Lease or afford Tenant any right or remedy against Landlord. If Tenant\nfails to execute the Subordination Instrument promptly upon request, Tenant\nhereby irrevocably constitutes Landlord as its attorney-in-fact to execute the\nSubordination Instrument in Tenant's name, place, and stead, it being agreed\nthat such power is one coupled with an interest. Tenant shall be responsible for\npaying any legal fees or charges required by Mortgagee to execute and deliver\nthe Subordination Instrument and any legal fees and charges incurred by Landlord\nin connection with the Subordination Instrument.\n\n      (b) If a Mortgagee, or any other person claiming under a Mortgage,\nsucceeds to Landlord's interest in this Lease whether by purchase, foreclosure,\ndeed in lieu of foreclosure, power of sale, termination of lease or otherwise,\nTenant will recognize and attorn to said Mortgagee or other person as its\nLandlord under this Lease. In the event of a termination of any Mortgage,\nforeclosure or deed in lieu (as applicable), any new owner shall not: (i) be\nliable for any act or omission of Landlord or with respect to events occurring\nprior to acquisition of ownership to the extent applicable to the period prior\nto the date such new owner succeeds to Landlord's interest under this Lease;\n(ii) be subject to any offsets or defenses which Tenant might have against\nLandlord to the extent applicable to the period prior to the date such new owner\nsucceeds to Landlord's interest under this Lease; or (iii) be bound by\nprepayment of more than one month's Rent.\n\n                                       86\n\n\n      28. Estoppel Certificates. Tenant agrees that it will from time to time\nwithin 5 days of each request by Landlord, execute and deliver to such persons\nas Landlord shall request, a statement (each, a \"Tenant Estoppel Certificate\")\nin recordable form certifying that this Lease is unmodified and in full force\nand effect (or if there have been modifications, that the same is in full force\nand effect as so modified), stating the dates to which Rent and other charges\npayable under this Lease have been paid, stating that Landlord is not in default\nhereunder (or if Tenant alleges a default, stating the nature of such alleged\ndefault), and further stating such other matters as Landlord shall reasonably\nrequire. Landlord shall provide the form of each such statement. Any Tenant\nEstoppel Certificate may be relied upon by Landlord or any prospective\npurchaser, Mortgagee, or prospective Mortgagee of the Complex or any portion\nthereof. If Landlord submits an estoppel certificate to Tenant and Tenant fails\nto return same duly executed and acknowledged, or fails to object to its\ncontents, within said 5 day period, the matters set forth therein shall\nconclusively be deemed to be correct.\n\n      29. Parking.\n\n      (a) During the Lease Term, Tenant shall have the non-exclusive use in\ncommon with Landlord, other Building tenants, other Complex tenants and\/or other\nparties and their respective guests and invitees, of the driveways of and\npedestrian access to the Parking Facility and the Property, subject to the Rules\nand Regulations promulgated by Landlord from time to time. During the Lease\nTerm, Landlord shall at all times provide for: (i) the use of Tenant and its\nemployees (including part-time employees), officers and directors the Parking\nSpaces in the Parking Facility; and (ii) for Tenant's guests and invitees (but\nnot for Tenant's employees, officers or directors) non-exclusive use of the\nParking Facility at the then current charges and fees, it being the intent of\nthe parties that Tenant's employees, officers and directors may occupy no more\nthan the number of unassigned Parking Spaces set forth in Paragraph 1(a) of this\nLease. The Parking Spaces shall be for no additional charge to Tenant Landlord\nshall also have the right to establish or modify the methods used to control\nparking in the Parking Facility, including, without limitation, the installation\nof certain control devices or the hiring of parking attendants or a managing\nagent or the installation of a valet parking system.\n\n      (b) Landlord shall have no liability whatsoever for any property damage or\npersonal injury which might occur as a result of, or in connection with, the use\nof the Parking Spaces or the Parking Facility by Tenant, its employees, agents,\ninvitees, and licensees; and Tenant hereby agrees to indemnify and hold Landlord\nharmless from and against any and all costs, claims, expenses, or causes of\naction which Landlord may incur in connection with or arising out of Tenant's\nuse of the Parking Spaces and the Parking Facility unless caused by the gross\nnegligence or willful misconduct of Landlord.\n\n      30. Attorneys' Fees. If any action or proceeding is commenced in which\nLandlord intervenes or is made a party by reason of being the Landlord under\nthis Lease, Tenant shall reimburse Landlord for Landlord's costs and expenses\nincurred as a result thereof, including without limitation, reasonable\nattorneys' and paralegals' fees, provided that in the event of any litigation\nbetween the parties under this Lease, the prevailing party shall be entitled to\nreceive from the other party full reimbursement of such prevailing party's\nreasonable attorneys' and paralegals' fees and costs incurred therewith, whether\nsuch fees or costs are incurred before, during, or after any trial or\nadministrative proceeding or on appeal or in bankruptcy.\n\n      31. No Implied Waiver. The failure of Landlord to insist at any time upon\nthe strict performance of any covenant or agreement contained herein or to\nexercise any option, right, power, or remedy contained in this Lease shall not\nbe construed as a waiver or a relinquishment thereof for the future. No payment\nby Tenant or receipt by Landlord of a lesser amount than the monthly installment\nof Rent due under this Lease shall be deemed to be other than on account of the\nearliest Rent due hereunder, nor shall any endorsement or statement on any check\nor any letter accompanying any check or payment as Rent be deemed an accord and\nsatisfaction, and Landlord may accept such check or payment without prejudice to\nLandlord's right to recover the balance of such Rent or pursue any other remedy\nin this Lease provided.\n\n                                       87\n\n\n      32. Landlord's Liability. The term \"Landlord,\" as used in this Lease,\nshall mean only the owner or owners, at the time in question, of the fee title\nto the Building. In the event of any transfer of such title or interest,\nLandlord as named in this Lease (and in the case of any subsequent transfers,\nthen the grantor) shall be relieved from and after the date of such transfer of\nall liability in respect of Landlord's obligations thereafter to be performed,\nprovided that any funds in the hands of Landlord or the then grantor at the time\nof such transfer, in which Tenant has an interest, shall be delivered to the\ngrantee. The obligations contained in this Lease to be performed by Landlord\nshall, subject to the above, be binding on Landlord's successors and assigns,\nonly during their respective periods of ownership. The obligations of Landlord\nunder this Lease do not constitute personal obligations of Landlord or the\nindividual partners, shareholders, members, managers, directors, officers, and\nproperty managers, and Tenant shall look solely to Landlord's then existing\ninterest in the Building, and to no other assets of Landlord, for satisfaction\nof any liability in respect of this Lease, and will not seek recourse against\nthe individual partners, shareholders, members, managers, directors, officers,\nproperty managers, or any of their personal assets for such satisfaction. No\nother properties or assets of Landlord shall be subject to levy, execution, or\nother enforcement procedures for the satisfaction of any judgment (or other\njudicial process) or for the satisfaction of any other remedy of Tenant arising\nout of or in connection with this Lease, the relationship of Landlord and\nTenant, or Tenant's use of the Premises. Anything to the contrary contained in\nthis Lease notwithstanding, Landlord shall under no circumstances be liable for\ninjury to Tenant's business or for any loss of income, incidental or\nconsequential damages, or profit therefrom or for punitive damages, all of which\nis expressly waived by Tenant.\n\n      33. Security Deposit. Intentionally deleted.\n\n      34. Notice. Unless otherwise provided in this Lease, all notices and\nrequests required or permitted under this Lease to Landlord or Tenant shall be\nin writing and shall be addressed to the addresses indicated in this Lease or to\nany other address that Landlord or Tenant may designate in a notice to the other\nparty given at least 15 days in advance. All notices shall be deemed to be\nproperly served if delivered to the appropriate address by registered or\ncertified mail (with postage prepaid and return receipt requested), courier,\nexpress delivery service (such as FEDEX, D.H.L. or similar express services), or\nby facsimile transmission (provided that there is independent verification of\ndelivery). Anything contained herein to the contrary notwithstanding, no notice\nof default, termination or election of any right under this Lease by Tenant\n(collectively \"Material Notices\") shall be deemed delivered to, or received by,\nthe receiving party if sent by the sending party only by facsimile. Such\nMaterial Notices, if sent by facsimile, must also be sent by any other notice\nmethod described in this Paragraph and shall only be deemed received by Landlord\npursuant to the provisions applicable to such applicable non-facsimile notice\nmethod so utilized. The date of service of a notice served shall be the date of\nactual receipt or refusal of delivery. If any Mortgagee shall notify Tenant that\nit is the holder of a Mortgage affecting the Premises, no notice of default\nthereafter sent by Tenant to Landlord shall be effective unless and until a copy\nof the same shall also be sent to such Mortgagee in the manner prescribed in\nthis Paragraph and to such address as such Mortgagee shall designate. Until\nfurther notice: (i) the address for Tenant shall be the Name and Address of\nTenant for Notices as set forth in Paragraph 1(a); and (ii) the address for\nLandlord shall be as follows:\n\n                  Rivergate Plaza - Suite 900\n                  444 Brickell Avenue\n                  Miami, Florida  33131\n                  Attn:  Property Manager\n                  Fax Number: 305-577-8838\n\n                                       88\n\n\n      with a simultaneous copy of Material Notices only to:\n\n                  Bilzin Sumberg Dunn Baena Price &amp; Axelrod LLP\n                  2500 First Union Financial Center\n                  200 South Biscayne Boulevard\n                  Miami, Florida 33131-2336\n                  Attn:  John C. Sumberg, Esq.\n                  Fax Number: 305-374-7593\n\n      Once Tenant has taken occupancy of the Premises, any notice from Landlord\nto Tenant shall be effective if delivered to the Premises address in the manner\nprovided in this Paragraph. Although the parties may communicate from time to\ntime by email, email correspondence shall not be deemed to be effective notice\nunder this Lease. Notices may be given on behalf of any party by such party's\nlegal counsel. In the event of any litigation under this Lease, the foregoing\nnotice provisions shall in no way prohibit notices from being given as provided\nin the rules of civil procedure of the State of Florida, as the same may be\namended from time to time and any notice so given in any such litigation shall\nconstitute notice herein.\n\n      35. Severability. If any term or provision of this Lease, or the\napplication thereof to any person or circumstance shall, to any extent, be\ninvalid or unenforceable, the remainder of this Lease, or the application of\nsuch term or provision to persons or circumstances other than those as to which\nit is held invalid or unenforceable, shall not be affected thereby, and each\nterm and provision of this Lease shall be otherwise valid and enforced to the\nfullest extent permitted by law.\n\n      36. Recordation. Tenant agrees not to record this Lease or any memorandum\nhereof. At Landlord's request, Tenant agrees to promptly execute a memorandum of\nthis Lease in recordable form, and Landlord may, at its option, record such\nmemorandum in the Public Records of the County in which the Property is located.\n\n      37. Governing Law. This Lease and the rights and obligations of the\nparties hereto shall be interpreted, construed, and enforced in accordance with\nthe laws of the State of Florida. Landlord and Tenant agree to submit to the\npersonal jurisdiction of and that the venue for any proceeding under or relating\nto this Lease shall be in any court serving the county where the Property is\nlocated.\n\n      38. Force Majeure. Whenever a period of time is herein prescribed for the\ntaking of any action by either party, neither Landlord nor Tenant shall be\nliable or responsible for, and there shall be excluded from the computation of\nsuch period of time, any delays due to strikes, riots, acts of God, shortages of\nlabor or materials, war, governmental laws, regulations or restrictions, or any\nother cause whatsoever beyond the control of Landlord or Tenant; provided,\nhowever, no permitted delay by Tenant may, in any event, exceed 30 days and\nprovided further, that the foregoing shall not excuse Tenant from the prompt\npayment of any Rent or delay the date on which Tenant's obligation to commence\nto pay Rent shall begin.\n\n      39. Time of Performance. Except as expressly otherwise herein provided,\nwith respect to all required acts of Tenant, time is of the essence of this\nLease.\n\n      40. Transfers by Landlord. Landlord shall have the right to transfer and\nassign, in whole or in part, all its rights and obligations hereunder and in the\nComplex and the Property referred to herein, and in such event and upon such\ntransfer, Landlord shall be released from any further obligations hereunder, and\nTenant agrees to look solely to such successor in interest of Landlord for the\nperformance of such obligations.\n\n      41. Brokers. Landlord and Tenant each represent and warrant one to the\nother that except as may be hereinafter set forth, neither of them has\ncontracted with any broker in connection with the negotiations of the terms of\nthis Lease or the execution thereof. Landlord and Tenant hereby agree to\n\n                                       89\n\n\nindemnify and to hold each other harmless against any loss, expense or liability\nwith respect to any claims for commissions, finder's fees or brokerage fees\narising from or out of any breach of the foregoing representation and warranty.\nLandlord has advised Tenant that Landlord has contracted with as its broker the\nLandlord's Broker, which entity may be related to Landlord, and Landlord shall\nbe responsible for any commission due Landlord's Broker in connection with this\ntransaction pursuant to a separate written agreement. If Tenant's Broker has\nbeen defined in Paragraph 1(a) of this Lease, then Tenant has advised Landlord\nthat Tenant has contracted with Tenant's Broker as its broker and Landlord shall\nbe responsible for the Commission for Tenant's Broker subject to the existence\nof a separate written agreement between Tenant's Broker and Landlord.\n\n      42. Effect of Delivery of This Lease. Landlord has delivered a copy of\nthis Lease to Tenant for Tenant's review only, and the delivery hereof does not\nconstitute an offer to Tenant or option to lease. This Lease shall not be\neffective until a copy executed by both Landlord and Tenant is delivered to and\naccepted by Landlord.\n\n      43. Exhibits. All of the Exhibits are incorporated herein and made a part\nof this Lease for all purposes.\n\n      44. Captions; Construction. The Paragraph captions used herein are for\nconvenience and reference only and in no way add to or detract from the\ninterpretation of the provisions of this Lease. Landlord, Tenant and their\nseparate advisors believe and agree that this Lease is the product of their\njoint efforts, that it expresses their agreement, and that this Lease shall be\nconstrued without regard to any presumption or other rule permitting\nconstruction against the party causing this Lease to be drafted and shall not be\nconstrued more strictly in favor of or against either of the parties hereto\nmerely because of their efforts in its preparation, but this Lease shall be\ninterpreted in accordance with the general tenor of the language in an effort to\nreach the intended result.\n\n      45. Prior Agreements and Amendments. This Lease contains the sole and\nentire agreement between the parties hereto and supersedes all previous written\nand oral negotiations and agreements between the parties with respect to the\nsubject matter of this Lease. All prior agreements, understandings,\nrepresentations and\/or promises made or entered into by the parties hereto are\nsuperseded by and replaced with this Lease, so that this Lease is the sole\nagreement between the parties. The provisions of this Lease may not be modified\nor amended, except by an instrument in writing and signed by both parties\nhereto.\n\n      46. Binding Effect; Usage . This Lease shall be binding upon and inure to\nthe benefit of Landlord, its successors and assigns, and Tenant, its successors\nand, to the extent assignment is permitted under the provisions hereof, Tenant's\nassigns. The word \"Tenant\" shall be deemed and taken to mean each and every\nperson or party mentioned as a Tenant herein, be the same one or more; and if\nthere shall be more than one Tenant, any notice required or permitted by the\nterms of this Lease may be given by or to any one thereof, and shall have the\nsame force and effect as if given or to all thereof. If more than one party has\nexecuted this Lease as \"Tenant,\" the liability of each party hereunder is joint\nand several. The use of the neuter singular pronoun to refer to Landlord or\nTenant shall be deemed a proper reference even though Landlord or Tenant may be\nan individual, a partnership, a limited liability company, a firm, a\ncorporation, or a group of 2 or more individuals or corporations. The necessary\ngrammatical changes required to make the provisions of this Lease apply in the\nplural sense where there is more than one Landlord or Tenant and to either\ncorporations, associations, partnerships, or individuals, males or females,\nshall in all instances be assumed as though in each case fully expressed.\n\n      47. Statutory Notice Requirement. Tenant hereby acknowledges receipt of\nthe following notice as required by Chapter 88-285, Laws of Florida:\n\n                                       90\n\n\n      RADON GAS: Radon is a naturally occurring radioactive gas that, when it\nhas accumulated in a building in sufficient quantities, may present health risks\nto persons who are exposed to it over time. Levels of radon that exceed federal\nand state guidelines have been found in buildings in Florida. Additional\ninformation regarding radon and radon testing may be obtained from your county\npublic health unit.\n\n      48. Waiver of Trial by Jury. IT IS MUTUALLY AGREED BY AND BETWEEN LANDLORD\nAND TENANT THAT THE RESPECTIVE PARTIES HERETO SHALL AND THEY DO HEREBY WAIVE\nTHEIR RESPECTIVE RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR\nCOUNTERCLAIM BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER ON ANY\nMATTER ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS LEASE, THE RELATIONSHIP\nOF LANDLORD AND TENANT, AND TENANT'S USE OR OCCUPANCY OF THE PREMISES, WHETHER\nSUCH CLAIM IS IN CONTRACT, TORT OR OTHERWISE. TENANT FURTHER AGREES THAT IT\nSHALL NOT INTERPOSE ANY COUNTERCLAIM OR COUNTERCLAIMS IN A SUMMARY PROCEEDING.\n\n      49. Financial Statements. Tenant shall furnish Landlord, within 5 business\ndays after Landlord's request therefor, an updated, current financial statement\nof Tenant and any guarantors of this Lease. Unless requested by any Mortgagee,\nother current or proposed lender, investor or purchaser of Landlord or the\nBuilding, such financial statement(s) shall not be required to be furnished more\nthan twice each calendar year.\n\n      50. Representations; Authority.\n\n      (a) Tenant represents and warrants that: (i) there are no proceedings\npending or, to the knowledge of Tenant, threatened before any court or\nadministrative agency that would materially adversely affect the ability of\nTenant to enter into this Lease or the validity or enforceability of this Lease;\n(ii) there is no provision of any existing mortgage, indenture, contract or\nagreement binding on Tenant which would conflict with or in any way prevent the\nexecution, delivery or performance of the terms of this Lease; (iii) if Tenant\nis a corporation, partnership (general or limited), limited liability company,\nor other entity, then the person executing this Lease on behalf of Tenant has\nbeen duly authorized to execute this Lease on behalf of Tenant by the\nappropriate officers, directors, shareholders, partners (general or limited)\nmembers, managers, principals or other persons or entities; (iv) Tenant is in\ngood standing, qualified to do business in the State of Florida; and (v) Tenant\nhas full right, power and lawful authority to execute, deliver and perform its\nobligations under this Lease, in the manner and upon the terms contained herein,\nand to grant the estate herein demised, with no other person needing to join in\nthe execution hereof in order for this Lease to be binding on Tenant.\n\n      (b) Unless otherwise specifically provided for in this Lease, Landlord\nrepresents to Tenant that to Landlord's actual knowledge and belief Landlord has\nfull right, power and lawful authority to execute, deliver and perform its\nobligations under this Lease, in the manner and upon the terms contained herein,\nand to grant the estate herein demised, with no other person needing to join in\nthe execution hereof in order for this Lease to be binding on Landlord.\n\n      51. Tenant's Acceptance Letter. Tenant agrees to execute and deliver to\nLandlord a Tenant Acceptance Letter in the form attached hereto as Exhibit \"G\"\nwithin 5 days of a request by Landlord.\n\n      52. Bankruptcy. Landlord and Tenant understand that, notwithstanding\ncertain provisions to the contrary contained herein, a trustee or debtor in\npossession under the Bankruptcy Code may have certain rights to assume or assign\nthis Lease. Landlord and Tenant further understand that, in any event, Landlord\nis entitled under the Bankruptcy Code to adequate assurances of future\nperformance of the provisions of this Lease. The parties agree that, with\nrespect to any such assumption or assignment, the term \"adequate assurance\"\nshall include at least the following:\n\n                                       91\n\n\n      (a) In order to assure Landlord that the proposed assignees will have the\nresources with which to pay all Base Rent and any Additional Rent payable\npursuant to the provisions of this Lease, any proposed assignee must have, as\ndemonstrated to Landlord's satisfaction, a net worth (as defined in accordance\nwith generally accepted accounting principles consistently applied) of not less\nthan the net worth of Tenant or any guarantor (whichever is greater) on the date\nthis Lease became effective, increased by 7%, compounded annually, for each year\nfrom the Rent Commencement Date through the date of the proposed assignment. It\nis understood and agreed that the financial condition and resources of Tenant\nwere a material inducement to Landlord in entering into this Lease.\n\n      (b) Any proposed assignee must have been engaged in the conduct of\nbusiness for the 5 years prior to any such proposed assignment, which business\ndoes not violate the Permitted Uses, and such proposed assignee shall continue\nto engage in the Permitted Use and will not cause Landlord to be in violation or\nbreach of any provision in any other lease, financing agreement, operating\nagreement or other agreement relating to the Complex. It is understood and\nagreed that Landlord's asset will be substantially impaired if the trustee in\nbankruptcy or any assignee of this Lease makes any use of the Premises other\nthan the Permitted Use.\n\n      (c) Any proposed assignee of this Lease must assume and agree to be\npersonally bound by the provisions of this Lease.\n\n      53. No Partnership. Nothing contained herein, nor any actions of the\nparties hereto shall be deemed or construed to create the relationship of\nprincipal and agent, partnership, joint venture, or any relationship between\nLandlord and Tenant other than that of landlord and tenant, it being understood\nand agreed that neither any other provision contained in this Lease nor any acts\nof Landlord or Tenant shall be deemed to create any relationship between the\nLandlord and Tenant other than that of landlord and tenant nor cause either\nLandlord or Tenant to be responsible in any way for the acts, debts or\nobligations of the other.\n\n      54. Third Party Rights. The parties hereto do not intend to grant\ndirectly, indirectly or by implication or by any other means any third party\nbeneficiary rights to any persons or entities.\n\n      55. Days. Unless otherwise specifically indicated to the contrary, the\nword \"days\" as used in this Lease shall mean and refer to calendar days.\n\n      56. Reservations. Landlord reserves to itself the right, from time to\ntime, to grant, without the consent or joinder of Tenant, such easements, rights\nand dedications that Landlord deems necessary and to cause the recordation of\neasements, dedications, parcel maps\/plats and restrictions so long as same do\nnot adversely and materially: (a) interfere with the use of the Premises by\nTenant; (b) increase Tenant's obligations hereunder; or (c) decrease Tenant's\nrights hereunder. Tenant agrees to promptly execute and deliver in recordable\nform any documents reasonably requested by Landlord to effectuate any such\neasements, rights, dedications, parcel maps\/plats and or restrictions.\n\n      57. Counterparts, Facsimiles. This Lease may be executed in multiple\ncounterparts, all of which together shall constitute one and the same original\ninstrument. A facsimile signature shall be deemed for all purposes to be an\noriginal.\n\n      58. Survival. Anything contained in this Lease to the contrary\nnotwithstanding, the expiration or termination of the Lease Term of the Lease,\nwhether by lapse of time or otherwise, shall not relieve Tenant from Tenant's\nobligations accruing prior to the expiration or termination of the Lease Term,\nall of which shall survive the same, whether or not same is expressly stated in\nthe particular Paragraph of this Lease, including, without limitation, Tenant's\nobligations with respect to: (a) the payment of Base Rent and all items of\nAdditional Rent; (b) any provisions of this Lease with respect to indemnities of\n\n                                       92\n\n\nLandlord made by Tenant; and (c) the removal of all property of Tenant required\nto be removed hereunder and the repair of all damage to the Premises caused by\nsuch removal at the expiration or termination of this Lease to the extent\nrequired hereunder.\n\n      59. Termination of Old Lease. Tenant acknowledges that it is currently\noccupying Suite 200 In Building A of the Landlord's building located at 1601 N.\nHarrison Parkway, Sunrise, Florida (\"Suite 200\") pursuant to the terms of a\nLease dated June 8, 1999 between Landlord and Tenant (as amended the \"Old\nLease\"). Prior to the Rent Commencement Date, Tenant shall continue to occupy\nSuite 200 pursuant to the terms of the Old Lease, however the base rent shall be\nmodified to $0.00 for the months of June, July, August &amp; September 2001. Tenant\nshall still be responsible for operating expenses \"Additional Rent,\" for said\nmonths. Effective as of the Rent Commencement Date, (a) Tenant shall surrender\npossession of Suite 200 to Landlord in the condition required under the Old\nLease as if such date of surrender were the rescheduled expiration date of the\nOld Lease set forth in the Old Lease, and (b) the Old Lease shall terminate and\nneither Landlord nor Tenant shall have any rights, liabilities or obligations\nthereunder, except to the extent (i) they expressly survive the expiration of\nthe Old Lease or (ii) Tenant fails to surrender Suite 200 at the time and in the\ncondition required above. Notwithstanding the foregoing, as of the effective\ndate of the termination of the Old Lease, Tenant waives and releases Landlord\nfrom and against any and all claims, liabilities, damages, actions or expenses\narising out of, in connection with or related to the Old Lease or Tenant's lease\nof Suite 200 pursuant to the Old Lease. In this regard Tenant waives all rights\nit has or may hereafter have that any claim, demand, obligation or cause of\naction has, through ignorance, oversight or error, been omitted from the terms\nof this Paragraph.\n\n                                       93\n\n\n      IN WITNESS WHEREOF, Landlord and Tenant have executed this Lease in\nmultiple original counterparts as of the day and year first above written.\n\n\n\nWitnesses as to Landlord:           LANDLORD:\n\n                                    ACP OFFICE I LLC, a Delaware limited\n                                    liability company\n\n                                    By:   ACP South Florida LLC, a Florida\n------------------------------            limited liability company, its\nPrint Name                                operating member\n\n\n------------------------------\nPrint Name                                By:   ACP South Florida Corp., a\n                                                Florida corporation, its\n                                                managing member\n\n                                                By: \n                                                    --------------------------\n                                                Name:                         \n                                                     -------------------------\n                                                Title:                        \n                                                      ------------------------\n\n\nWitnesses as to Tenant:             TENANT:\n\n                                    LEGALCLUB.COM, INC.\n------------------------------      -------------------\nPrint Name\n\n                                    By:                                       \n                                       ---------------------------------------\n                                    Name:   BRETT MERL                        \n------------------------------           -------------------------------------\nPrint Name                          As its: PRESIDENT                         \n                                           -----------------------------------\n\n\n                                       94\n\n\n                                   EXHIBIT \"A\"\n\n                          LEGAL DESCRIPTION OF PROPERTY\n\nBuilding Name:                Pine Island Commons\nBuilding Address:             8551 West Sunrise Boulevard\n                              Sunrise, FL  33322\n\nProperty Legal Description: Tracts A &amp; B of Jaracanda Parcel 320 as shown on\nplat recorded in Plat Book 115, Page 16 of the Public Records of Broward County,\nFlorida.\n\n\n                                       95\n\n\n                                   EXHIBIT \"B\"\n\n                             FLOOR PLAN OF PREMISES\n                              [TO BE ATTACHED HERE]\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n(Sketches, cross-hatching, dimensions and area calculations are for illustrative\npurposes only and are not intended to detail the actual physical boundaries,\ndimensions or square footage of the Premises.)\n\n                                       96\n\n\n                                   EXHIBIT \"C\"\n\n                ANNUAL RENT ADJUSTMENTS AND OPERATING EXPENSES\n\nI.    Adjustment of Base Rent\n\n      Tenant shall pay the monthly installments of the Base Rent as same come\ndue through the end of the first Lease Year, and thereafter the Base Rent shall\nbe increased annually at the commencement of each successive Lease Year to an\namount equal to the Base Rent in effect during the prior Lease Year plus an\namount equal to the Base Rent multiplied by the Percentage Increase, as follows:\n\n                                  RENT SCHEDULE\n\n                  Rent PSF            Annual Rent       Monthly Rent\n           ---------------------------------------------------------\n            Year 1: $16.50            $81,823.50        $6,818.63*\n                                                         --------\n            Year 2: $17.16            $85,096.44        $7,091.37*\n                                                         --------\n            Year 3: $17.85            $88,518.15        $7,376.51*\n                                                         --------\n            Year 4: $18.56            $92,039.04        $7,669.92*\n                                                         --------\n            Year 5: $19.30            $95,720.60        $7,976.72*\n                                                         --------\n\n                        *plus applicable state sales tax\n\nII.   Payment of Tenant's Share of Operating Expenses.\n\n      A. In addition to the Base Rent, Tenant shall pay to Landlord as\n\"Additional Rent\" an amount equal to Tenant's Proportionate Share of the sum of\nthe Operating Expenses, which are currently estimated at $7.92 per rentable\nsquare foot, (hereinafter defined) and the Taxes (hereinafter defined) in excess\nof the Common Area Expense Stop multiplied by the Rentable Area of the Premises\nfor each calendar year, which amount shall be prorated for any partial calendar\nyear at the beginning or end of the Lease Term.\n\n      As used herein the term:\n\n            (i) \"Operating Expenses\" shall mean all expenses, costs and\ndisbursements, of every kind and nature that Landlord shall pay or become\nobligated to pay because of or in connection with the ownership, operation,\nleasing, securing, maintenance and management of the Building, the Complex and\nCommon Areas (including any part of the Parking Facility) and the Property. By\nway of explanation and clarification, but not by way of limitation, these\nOperating Expenses will include the following:\n\n                  (a) All wages, salaries, withholdings and benefits of all\nemployees and personnel, including without limitation, security and maintenance\npersonnel, engaged in connection with the operation, maintenance and repair of\nthe Complex and Property;\n\n                  (b) All costs and expenses of operating, equipping, upgrading,\nmaintaining, repairing, replacing, lighting, cleaning, painting and stripping\nof, and removing garbage, snow, ice, trash and debris from, the Complex and\nProperty, including without limitation, preventative maintenance, operating,\nmaintaining, repairing and replacing ducts, conduits and similar items, fire\nprotection systems, sprinkler systems, irrigation systems, security alarm\nsystems, storm and sanitary drainage systems and other utility systems, energy\nsaving devices, signs and markers, on and off-site traffic regulation and\ncontrol signs and devices, hurricane shutters and other storm protection devices\nand costs associated with storm cleanup, and costs and expenses of complying\nwith any environmental standards, and any Legal Requirements (including, without\nlimitation, the ADA), including without limitation, the costs and expenses of\nremoving Hazardous Materials from the Complex or any part thereof;\n\n                                       97\n\n\n                  (c) All costs and expenses of interior and exterior planting,\nreplanting and replacing flowers, shrubbery, plants, trees and other gardening\nand landscaping;\n\n                  (d) All costs and expenses of all repairs, equipping,\noperation, maintenance, replacement and improvements of or to the Complex,\nincluding without limitation, floors, ceilings, roofs, skylights, windows,\nescalators, elevators, any structures of any portion of the Complex, if any,\nwhich are enclosed by walls and roof, as may exist from time to time, all\nparking areas and structures, paving, curbs, walkways, entranceways, lines,\nroads, driveways, heating, ventilating and air conditioning systems, floor\ncoverings, canopies, skylights, lighting fixtures, lamps, decorative coverings,\nfountains, and electrical lines, transportation equipment and systems and\nsimilar facilities and reserves for repairs.\n\n                  (e) All cost and expenses of all supplies and materials used\nin the operation and maintenance of Complex, and the cost and expense of all\nmaintenance, repair, inspection and depreciation of all machinery and equipment\nused in the operation or maintenance of the Complex and all personal property\ntaxes and other charges incurred in connection with such machinery and\nequipment, plus interest on the unamortized portion of the original cost of such\nmachinery and equipment;\n\n                  (f) Cost of all utilities, including without limitation water,\nsewer, electricity, gas and fuel oil used by the Building or the Complex and not\ncharged directly to another tenant;\n\n                  (g) Cost of Building and Complex management, including\nmanagement fees and office rental, janitorial services, accounting, legal,\narchitectural, engineering and other consultant fees and costs, ground lease\npayments, trash and garbage removal, servicing and maintenance of all systems\nand equipment including, but not limited to, elevators, plumbing, heating (if\nprovided), air conditioning, ventilating, lighting, electrical, security, fire\nand other alarms, fire pumps, fire extinguishers and hose cabinets, mail chutes,\nguard service, pest control, alarm system, painting, window cleaning,\nlandscaping and gardening, any maintenance or service agreements, landscape\nmaintenance, elevator, and heating, ventilation, and air-conditioning service;\n\n                  (h) Cost of all insurance relating to the Building, Complex\nand Property and Landlord's personal property used in connection therewith\nincluding, without limitation, casualty and liability insurance applicable to\nsame plus the amount of any deductible paid by Landlord;\n\n                  (i) Cost of capital improvements to the extent they are\namortized over their deemed useful life together as determined by GAAP, but only\nto the extent such capital improvement is required by Legal Requirements or\nreduces any of these Operating Costs with interest thereon, provided that\nLandlord may elect to instead create a reserve for replacement of major capital\nitems such as the roof, HVAC equipment etc., in which event reserves for\nreplacements for such items shall be included in Operating Expenses, and the\namortized cost of any capital improvement for which a reserve has been\nestablished shall be limited to the extent that the reserve at the time of the\nreplacement is insufficient to pay for the entire capital improvement.\n\n                  (j) All costs and expenses of all license and permit fees and\nany and all parking surcharges that may result from any Legal Requirements;\n\n                  (k) All costs and expenses of all rental and\/or purchase of\nsweepers, trucks and other equipment and machinery;\n\n                  (l) The operation, management and maintenance of the\nLandlord's office in the Complex;\n\n      Landlord may cause any or all of said services to be provided by an\nindependent contractor or contractors.\n\n                                       98\n\n\n      Notwithstanding the foregoing, the following expenses shall not be\nOperating Expenses:\n\n                  (a) The cost of mortgage financing, interest or amortization\npayments on any mortgage payment;\n\n                  (b) The costs of repairs incurred by reasons of fire or other\ncasualty or condemnation to the extent that Landlord is compensated therefor\nthrough proceeds of insurance or condemnation awards;\n\n                  (c) All other expenses for which Landlord has actually\nreceived reimbursement (such as by insurance and by other tenants of the\nBuilding) except as Additional Rent under comparable provisions in this\nSubparagraph of this Exhibit to the Lease;\n\n                  (d) Income or franchise taxes or such other taxes imposed upon\nor measured by Landlord's net income for the operation of the Building;\n\n                  (e) Electricity costs or overtime HVAC costs, if charged\nseparately to and actually paid by any other tenant in the Building;\n\n                  (f) Taxes;\n\n                  (g) The cost of any additions to the Building that result in a\nlarger building; and\n\n                  (h) Costs or payments associated with Landlord's obtaining air\nrights or development rights.\n\n                  (i) Costs of enforcement of leases;\n\n                  (j) Leasing commissions, advertising and promotional expenses\nand any other comparable expenses directly related to leasing or procuring\ntenants or negotiating with prospective tenants; and\n\n                  (k) Costs allocable to properties other than the Building in\nwhich Landlord or any principal thereof has a direct or indirect interest and\nwhich do not create a direct benefit to the Building.\n\n            (ii) \"Taxes\" shall mean all impositions, taxes, surcharges,\nassessments (special or otherwise), water and sewer charges and rents, and other\ngovernmental liens or charges of any and every kind, nature and sort whatsoever,\nordinary and extraordinary, foreseen and unforeseen, and substitutes therefor,\nincluding all taxes whatsoever (except only those taxes of the following\ncategories: any inheritance, estate succession, transfer or gift taxes imposed\nupon Landlord or any income taxes specifically payable by Landlord as a separate\ntax paying entity without regard to Landlord's income source as arising from or\nout of the Building, the Complex and\/or the land on which it is located)\nattributable in any manner to the Building, the Complex, the land on which the\nComplex is located, the ground leasehold interest of Landlord, or the rents\n(however the term may be defined) receivable therefrom or any part thereof, or\nany use thereof, or any facility located therein or thereon or used in\nconjunction therewith or any charge or other payment required to be paid to any\ngovernmental authority, whether or not any of the foregoing shall be designated\n\"real estate tax\", \"sales tax\", \"rental tax\", \"excise tax\", \"business tax\", or\ndesignated in any other manner. In the event Landlord shall retain any\nconsultant to negotiate the amount of taxes, tax rate, assessed value or other\nfactors influencing the amount of Taxes, or shall institute any administrative\nor legal proceedings challenging the tax rate, assessed value or other factors\ninfluencing the amount of taxes, then the aggregate of all such reasonable\nthird-party fees (including, without limitation, reasonable attorneys' and\nappraisers' fees) and all disbursements, court costs and other items paid or\n\n                                       99\n\n\nincurred by Landlord during the applicable Tax year with respect to such\nproceedings shall be included in Taxes. Tenant shall not institute any\nproceedings with respect to the assessed valuation of the Building, Complex, or\nthe Property or any part thereof for the purpose of seeking or securing a tax\nreduction.\n\n            Landlord shall notify Tenant within 30 days of the date hereof and\nwithin 30 days after the end of each calendar year hereafter ensuing or earlier\nduring the Lease Term, of the amount which Landlord estimates (as evidenced by\nbudgets prepared by or on behalf of Landlord) will be the amount of Tenant's\nProportionate Share of Operating Expenses and Taxes for the then current\ncalendar year and Tenant shall pay such sum in advance to Landlord in equal\nmonthly installments, during the balance of said calendar year, on the first day\nof each remaining month in said calendar year commencing on the first day of the\nfirst month following Tenant's receipt of such notification. Following the end\nof each calendar year during the Lease Term hereof, Landlord shall submit to\nTenant a statement showing the actual amount which should have been paid by\nTenant with respect to Operating Expenses and Taxes for the past calendar year,\nthe amount thereof actually paid during that year by Tenant and the amount of\nthe resulting balance due thereon, or overpayment thereof, as the case may be.\nWithin 30 days after receipt by Tenant of said statement, Tenant or its designee\nshall have the right in person to inspect Landlord's books and records, at\nLandlord's office, during normal business hours, after 4 days' prior written\nnotice, showing the Operating Expenses and Taxes for the Building and the\nComplex for the calendar year covered by said statement. Said statement shall\nbecome final and conclusive between the parties, their successors and assigns as\nto the matters set forth therein unless Landlord receives written objections\nwith respect thereto within said 30 day period. Any balance shown to be due\npursuant to said statement shall be paid by Tenant to Landlord within 30 days\nfollowing Tenant's receipt thereof and any overpayment shall be credited against\nthe next installments of Rent or against any sums due and owing to Landlord by\nTenant or, if by reason of any termination of the Lease no such future\nobligation exists, refunded to Tenant. Anything herein to the contrary\nnotwithstanding, Tenant shall not delay or withhold payment of any balance shown\nto be due pursuant to a statement rendered by Landlord to Tenant, pursuant to\nthe terms hereof, because of any objection which Tenant may raise with respect\nthereto and Landlord shall immediately credit any overpayment found to be owing\nto Tenant against the next installments of Rent or against any sums due and\nowing to Landlord by Tenant upon the resolution of said objection or, if at the\ntime of the resolution of said objection the Lease Term has expired, refund to\nTenant any overpayment found to be owing to Tenant if Tenant is not otherwise\nindebted to Landlord.\n\n            With respect to the current calendar year, Landlord has notified\nTenant of the amount that Landlord estimates will be Tenant's Proportionate\nShare of Operating Expenses and Taxes for the remainder of the current calendar\nyear.\n\n            In determining the amount of Operating Expenses, for the purpose of\nthis Section, if less than 95% of the Complex shall have been occupied by\ntenants and fully used by them, at any time during the year, Operating Expenses\nthat vary with occupancy of the Building may be increased to an amount equal to\nthe like operating expense which would normally be expected to be incurred had\nsuch occupancy been 95% and had such full utilization been made during the\nentire period.\n\n      B. Additional Rent due by reason of the provisions of paragraph A above\nand this paragraph B for the final months of the Lease is due and payable even\nthough it may not be calculated until subsequent to the termination date of the\nLease; the Operating Expenses and Taxes for the calendar year during which the\nLease terminates shall be prorated according to that portion of said calendar\nyear that the Lease was actually in effect. Tenant expressly agrees that\nLandlord, at Landlord's sole discretion, may apply the Security Deposit, if any,\nin full or partial satisfaction of any Additional Rent due for the final month\nof the Lease by reason of the provisions of paragraph A above and this paragraph\nB. If said Security Deposit is greater than the amount of any such Additional\nRent and there are no other sums or amounts owed Landlord by Tenant by reason of\nany other terms, provisions, covenants or conditions of the Lease, then Landlord\nshall refund the balance of said Security Deposit to Tenant as provided in\nParagraph 33 of the Lease. Nothing herein contained shall be construed to\nrelieve Tenant, or imply that Tenant is relieved, of the liability for or the\nobligation to pay any Additional Rent due for the final month of the Lease by\n\n                                      100\n\n\nreason of the provisions of paragraph A above and this paragraph B if said\nSecurity Deposit is less than such Additional Rent, nor shall Landlord be\nrequired to first apply said Security Deposit to such Additional Rent if there\nare any other sums or amounts owed Landlord by Tenant by reason of any other\nterms, provisions, covenants or conditions of the Lease.\n\n      C. Any reference in the Lease or any exhibit to the Lease to \"Rent\" or\n\"rent\" includes Base Rent and Additional Rent. Any term that is not defined in\nany exhibit shall have the meaning ascribed to it in the Lease.\n\n\n                                      101\n\n\n                                   EXHIBIT \"D\"\n\n                              BUILDOUT OF PREMISES\n\n\nLandlord is not required to perform any work on the Premises and Tenant accepts\nthe Premises \"AS IS\".\n\nTenant shall have the right to install their own separately metered HVAC system\nfor their computer room at Tenant's sole expense. Tenant shall be responsible\nfor payment of all electricity directly to Florida Power and Light generated to\noperate said HVAC system.\n\n\n                                      102\n\n\n                                   EXHIBIT \"D\"\n\n                              BUILDOUT OF PREMISES\n\nI.    LANDLORD'S WORK\n\n\n      [Landlord shall perform the following improvements to the Premises\n(\"Landlord's Work\"):\n\n      SPACEPLAN  ATTACHED.\n\nII.   Tenant acknowledges that Landlord's obligations to make improvements to\nthe Premises is limited to the foregoing, and otherwise as set forth above,\nTenant accepts the Premises \"AS IS.\"\n\nIII.  Tenant shall pay Landlord a fee for construction supervision in connection\nwith the performance of the Landlord's Work equal to 10% of the cost of the\nLandlord's Work, architectural and engineering costs and cost of permits.\n\n\n                                      103\n\n\n                                   EXHIBIT \"E\"\n\n                              RULES AND REGULATIONS\n\nThe following Rules and Regulations, hereby accepted by Tenant, are prescribed\nby Landlord to enable Landlord to provide, maintain, and operate, to the best of\nLandlord's ability, orderly, clear and desirable premises, Building, Complex and\nParking Facility for the Tenants therein at as economical a cost as reasonably\npossible and in as efficient a manner as reasonably possible, to assure security\nfor the protection of Tenants so far as reasonably possible, and to regulate\nconduct in and use of said Premises, Building Complex and Parking Facility in\nsuch manner as to minimize interference by others in the proper use of same by\nTenant.\n\n      1. Tenant, its officers, agents, servants and employees shall not block or\nobstruct any of the entries, passages, doors, elevators, elevator doors,\nhallways or stairways of the Complex or garage, or place, empty or throw any\nrubbish, litter, trash or material of any nature into such areas, or permit such\nareas to be used at any time except for ingress or egress of Tenant, its\nofficers, agents, servants, employees, patrons, licensees, customers, visitors\nor invitees.\n\n      2. The movement of furniture, equipment, machines, merchandise or\nmaterials within, into or out of the Premises, the Building the Complex or\nParking Facility shall be restricted to time, method and routing of movement as\ndetermined by Landlord upon request from Tenant and Tenant shall assume all\nliability and risk to property, Premises, Building and Complex in such movement.\nTenant shall not move furniture, machines, equipment, merchandise or materials\nwithin, into or out of the Complex, the Building, Premises or garage facilities\nwithout having first obtained written permission from Landlord 24 hours in\nadvance. Safes, large files, electronic data processing equipment and other\nheavy equipment or machines shall be moved into Premises, Building, Complex or\nParking Facility only with Landlord's written permission and placed where\ndirected by Landlord.\n\n      3. No sign, door plaque, advertisement or notice shall be displayed,\npainted or affixed by Tenant, its officers, agents, servants, employees,\npatrons, licensees, customers, visitors, or invitees in or on any part of the\noutside or inside of the Building, the Complex, garage facilities or Premises\nwithout prior written consent of Landlord and then only of such color, size,\ncharacter, style and materials and in such places as shall be approved and\ndesignated by Landlord.\n\n      4. Landlord will not be responsible for lost or stolen property,\nequipment, money or any article taken from Premises, Building, the Complex or\nParking Facility regardless of how or when loss occurs, except in the case of\ngross negligence by Landlord and its agents.\n\n      5. No additional locks shall be placed on any door or changes made to\nexisting locks in the Building without the prior written consent of Landlord.\nLandlord will furnish 2 keys to each lock on doors in the Premises and Landlord,\nupon request of Tenant, shall provide additional duplicate keys at Tenant's\nexpense. Landlord may at all times keep a pass key to the Premises. All keys\nshall be returned to Landlord promptly upon termination of the Lease.\n\n      6. Tenant, its officer, agents, servants or employees shall do no painting\nor decorating in the Premises, or mark, paint or cut into, drive nails or screw\ninto or in any way deface any part of Premises, the Building or the Complex\nwithout the prior written consent of Landlord. If Tenant desires signal,\ncommunication, alarm or other utility or service connection installed or\nchanged, such work shall be done at expense of Tenant, with the approval and\nunder the direction of Landlord.\n\n                                      104\n\n\n      7. Tenant, its officers, agents, servants and employees shall not permit\nthe operation of any musical or sound producing instruments or device which may\nbe heard outside the Premises or which may emanate electrical waves which will\nimpair radio, television broadcasting or reception or interfere with the use of\ncomputers or telephonic equipment from or in the Building.\n\n      8. Tenant, its officers, agents, servants and employees shall, before\nleaving the Premises unattended, close and lock all doors and shut off all\nutilities; damage resulting from failure to do so shall be paid by Tenant. Each\nTenant before the closing of the day and leaving the Premises shall see that all\nblinds and\/or draperies are pulled and drawn.\n\n      9. All plate and other glass now in the Premises, Building or Complex\nwhich is broken through the cause which is attributable to Tenant, its officers,\nagents, servants, employees, patrons, licensees, customers, visitors or invitees\nshall be replaced by and at expense of Tenant under the direction of Landlord.\n\n      10. Tenant shall give Landlord prompt notice of all accidents to or\ndefects in air conditioning equipment, plumbing, electric facilities or any part\nor appurtenance of Premises.\n\n      11. The plumbing facilities shall not be used for any other purpose than\nthat for which they are constructed, and no foreign substance of any kind shall\nbe thrown therein, and the expense of any breakage, stoppage, or damage\nresulting from a violation of this provision shall be borne by Tenant, who\nshall, or whose officers, employees, agents, servants, patrons, customers,\nlicensees, visitors or invitees shall have caused it.\n\n      12. All contractors and\/or technicians performing work for Tenant within\nthe Premises, Building, Complex or Parking Facility shall be referred to\nLandlord for approval before performing such work. This shall apply to all work\nincluding, but not limited to, installation of telephones, telegraph equipment,\nelectrical devices and attachments, and all installations affecting floors,\nwalls, windows, doors, ceiling, equipment or any other physical feature of the\nBuilding, the Complex, the Premises or the Parking Facility. None of this work\nshall be done by Tenant without Landlord's prior written approval.\n\n      13. No showcases or other articles shall be put in front of or affixed to\nany part of the exterior of the Building; nor placed in the halls, corridors or\nvestibules without the prior written consent of Landlord.\n\n      14. Glass panel doors that reflect or admit light into the passageways or\ninto any place in the Building shall not be covered or obstructed by the Tenant,\nand Tenant shall not permit, erect, and\/or place drapes, furniture, fixtures,\nshelving, display cases or tables, lights or signs and advertising devices in\nfront of or in proximity of interior and exterior windows, glass panels, or\nglass doors providing a view into the interior of the Premises unless same shall\nhave first been approved in writing by Landlord.\n\n      15. Canvassing, soliciting and peddling in the Complex (including the\nParking Facility) is prohibited and each Tenant shall cooperate to prevent the\nsame. Tenant shall not distribute any handbills or other advertising matter in\nautomobiles parked in the Parking Facility. Tenant shall promptly report any\nsuch activities to the Building Manager's office.\n\n      16. No hand trucks, except those equipped with rubber tires and side\nguards, shall be used in any space, or in the public halls of the Building,\neither by any Tenant or by jobbers or others, in the delivery or receipt of\nmerchandise or otherwise.\n\n                                      105\n\n\n      17. The work of Landlord's janitors or cleaning personnel shall not be\nhindered by Tenant after 5:30 P.M. and such work may be done at any time when\nthe offices are vacant. The windows, doors and fixtures may be cleaned at any\ntime. Tenant shall provide adequate waste and rubbish receptacles, cabinets,\nbookcases, map cases, etc., necessary to prevent unreasonable hardship to\nLandlord in discharging its obligation regarding cleaning service. In this\nregard, Tenant shall also empty all glasses, cups and other containers holding\nany type of liquid whatsoever.\n\n      18. If Tenant must dispose of crates, boxes, etc., which will not fit into\noffice wastepaper baskets, it will be the responsibility of Tenant with\nLandlord's assistance to dispose of same. In no event shall Tenant set such\nitems in the public hallways or other areas of Complex, excepting Tenant's own\nPremises, for disposal.\n\n      19. Tenants may not bring furniture and equipment into the Premises that\ndoes not fit in the elevators for the Building and that does not pass through\nthe doorways of the Premises or Building unless such furniture or equipment is\nmade in parts and set up in the Premises. Landlord reserves the right to refuse\nto allow to be placed in the Building any furniture or equipment of any\ndescription which does not comply with the above conditions.\n\n      20. Tenant will be responsible for any damage to the Premises, including\ncarpeting and flooring, caused by rust or corrosion of file cabinets, roller\nchairs, metal objects or spills of any type of liquid.\n\n      21. Tenant shall not install any antenna or aerial wires, or radio or\ntelevision equipment, or any other type of equipment, inside or outside of the\nBuilding or the Complex, without Landlord's prior approval in writing, and upon\nsuch terms and conditions as may be specified by Landlord in each and every\ninstance, including the payment of a rental fee for such space.\n\n      22. Tenant shall not use the name of the Building for any purpose other\nthan that of the business address of Tenant or use any letterheads, envelopes,\ncirculars, notices, advertisements, containers or wrapping material without\nLandlord's express consent in writing.\n\n      23. Tenant shall not conduct its business in such manner as to create any\nnuisance, or interfere with, annoy or disturb any other tenant in the Complex or\nLandlord in its operation of the Complex or commit waste or suffer or permit\nwaste to be committed in the Premises or Complex. In addition, Tenant shall not\nallow its officers, agents, employees, servants, patrons, customers, licensees\nand visitors to conduct themselves in such manner as to create any nuisance or\ninterfere with, annoy or disturb any other tenant in the Complex or Landlord in\nits operation of the Complex or commit waste or suffer or permit waste to be\ncommitted in the Premises or the Complex. Tenant shall not permit its employees\nto loiter on the Property outside of the Premises.\n\n      24. Tenant, its officers, agents, servants and employees shall not install\nor operate any refrigerating, heating (if provided) or air conditioning\napparatus or carry on any mechanical operation or bring into Premises, Building\nor Parking Facility any inflammable fluids or explosives without written\npermission of Landlord.\n\n      25. Tenant, its officers, agents, servants or employees shall not use\nPremises, or any portion of the Complex for housing, lodging or sleeping\npurposes or for the cooking or preparation of food without the prior written\nconsent of the Landlord.\n\n                                      106\n\n\n      26. Tenant, its officers, agents, servants, employees, patrons, licensees,\ncustomers, visitors or invitees shall not bring into the Parking Facility,\nBuilding, Premises or any other part of the Complex, or keep on the Premises any\nfish, fowl, reptile, insect, or animal or any bicycle or other vehicle without\nthe prior written consent of Landlord. Wheel chairs and baby carriages are\nexcepted from this rule.\n\n      27. Neither Tenant nor any officer, agent, employee, servants, patron,\ncustomer, visitor, licensee or invitee of any Tenant shall go upon the roof of\nthe Building without the written consent of the Landlord.\n\n      28. No smoking shall be permitted anywhere in the Building or in any other\nbuilding in the Complex except in Landlord designated smoking areas.\n\n\n                                      107\n\n\n                                   EXHIBIT \"F\"\n\n                                LETTER OF CREDIT\n\n        Tenant will provide Landlord an irrevocable, unconditional sight draft\nletter of credit on an institution and in form acceptable to Landlord equal to\nthe sum of $40,000. This letter of credit will be delivered to Landlord at\nexecution of this Lease. The letter of credit will be renewed annually by\nTenant, and Landlord may draw the letter of credit upon any event of default by\nTenant, or in the event the letter of credit ever has less than 30 days\nremaining before expiration. In the event Tenant is not in default on the first\nday of the fifth year of the Lease Term and the letter of credit has not been\ndrawn by Landlord, the letter of credit will be returned to Tenant.\n\n\n                                      108\n\n\n                                   EXHIBIT \"G\"\n\n                            TENANT ACCEPTANCE LETTER\n\n      This declaration is hereby attached to and made part of the lease\nagreement dated ____________, 2001 entered into by and between ACP OFFICE I, LLC\nas Landlord and LEGALCLUB.COM, INC. as Tenant.\n\n      The undersigned, as Tenant, hereby confirms as of the _____ day of\n________, 2001 the following:\n\n      1. Tenant has accepted possession of the Premises on __________, 2001 and\nis currently able to occupy the same.\n\n      2. The Rent Commencement Date and the obligation to commence the payment\nof rent commenced or will commence on __________, 2001.\n\n      3. All alterations and improvements required to be performed by Landlord\npursuant to the terms of the Lease to prepare the entire Premises for Tenant's\ninitial occupancy have been satisfactorily completed, except for the following:\n\n      __________________________________________________.\n\n      4. As of the date hereof, Landlord has fulfilled all of its obligations\nunder the Lease.\n\n      5. The Lease is in full force and effect and has not been modified,\naltered, or amended, except pursuant to any instruments described above, if any.\n\n      6. There are no offsets or credits against Base Rent or Additional Rent,\nnor has any Base Rent or Additional Rent been prepaid except as provided\npursuant to the terms of the Lease.\n\n      7. Tenant has no notice of any prior assignment, hypothecation, or pledge\nof the Lease or any Rent due under the Lease.\n\nWITNESS:                                  TENANT:\n\n\n                                          LEGALCLUB.COM, INC.\n                                          -------------------\n\n\n                                          By:                                 \n----------------------------------           ---------------------------------\n                                          As:                                 \n----------------------------------           ---------------------------------\n\n                                      109\n\n\n                                   EXHIBIT \"H\"\n\n                       FORM OF AUTOMATIC DEBIT TRANSACTION\nDate\nTenant\nAddress\n\n\nRe:   ACH Authorization\n\n\nDear ___________________:\n\nPlease be advised that, in terms of your lease agreement, we will be collecting\nyour rent through an \" Automatic Clearing House\"(ACH). Please complete the\ninformation below and return this authorization to ACP Office I LLC, 444\nBrickell Avenue; Miami, Florida 33131; Suite 900; Attention: Controller. When\nyour rent increases, we shall have the right to notify your bank of such\nincrease and you authorize us to contact the bank and request that the automatic\ndeduction be increased in accordance with the lease. We may request that you\ncomplete this form again to confirm your agreement with the new dollar amounts\nto be deducted from your bank.\n\nAuthorization from (tenants bank name address) Copy of actual check\n\n________________________________________________\n________________________________________________\n________________________________________________\nABA # __________________________________________\nTenant's Account # _________________________ Amount to be deducted\n$_______________ on the first day of every month until further notice.\n\nSigned by Authorized signatory on the account to disburse funds.\n\nTenant______________________________ dated ______\/_____\/_____\n\n\nDeposit to:\n\nFor ACP Office I, LLC\nCity National Bank\n25 West Flagler Street\nMiami, Florida 33130\nABA 066004367\nCredit Account #1753208456\n\n\n\nThank you for your prompt attention to this matter.\n\n                                      110\n\n\nSincerely,\n\nWitnesses as to Landlord:           LANDLORD:\n\n                                    ACP OFFICE I LLC, a Delaware limited\n                                    liability company\n\n                                    By:   ACP South Florida LLC, a Florida\n------------------------------            limited liability company, its\nPrint Name:                               operating member\n\n\n---------------------------------\nPrint Name:                               By:   ACP South Florida Corp., a\n                                                Florida corporation, its\n                                                managing member\n\n                                                By:\n                                                   ---------------------------\n                                                Name:                         \n                                                     -------------------------\n                                                Title:                        \n                                                      ------------------------\n\n\n                                      111\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[8036],"corporate_contracts_industries":[9504],"corporate_contracts_types":[9587,9579],"class_list":["post-41834","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-legal-club-of-america-corp","corporate_contracts_industries-services__legal","corporate_contracts_types-land__fl","corporate_contracts_types-land"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/41834","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=41834"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=41834"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=41834"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=41834"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}