Exhibit 10.1
LEASE ABSTRACT FORM
Landlord 3001 Griffin Partners, LLC
Property Name: 3001 Griffin rd and 3091 Griffin rd, Dania Beach, Fl 33312
Tenant: Vapor Corp.
Suite Number:
Leasable Area: 13,323 square feet
Tenant contact info
Permitted Use: Administrative office, and storage, distribution of electronic cigarettes and
related accessories
Lease Commencement Date: upon execution of this agreement
Rent Commencement Date: 45 days from the date hereof
Initial Lease Term: Two years from the Rent Commencement Date
Lease Options: Three one year options
Base Rent: $12,000 per month during the initial Lease Term
Increases in Base Rent: Rent shall increase by 5% for the first two option periods then 10% in the
last option period
Common Area Expenses: None
Taxes: None
Pro-Rata Share: None
Prepaid Rent: $12,000
Security Deposit: $12,000
Prohibited Uses: Tenant will not take deliveries after 8 PM on weekdays or before 7 AM or on
weekends
Tenant Improvements: to be completed by Tenant at its’ cost and approved by Landlord prior to
commencement
LEASE
TENANT NAME
Vapor Corp. LEASE
THIS LEASE (“Lease”) made as of
the
day of
200 , by and between
3001 Griffin Partners LLC, a Florida Limited Liability Partnership.
(“Landlord”) and Vapor Corp., a Nevada Corporation (“Tenant”).
1. 1. PREMISES AND PARKING. Landlord hereby leases to Tenant, and Tenant hereby rents
from Landlord, the Premises, as hereinafter defined, in the building known as whose address is 3001
Griffin Rd and 3091 Griffin Road Dania Beach Fl 33312 (the “Building”). The Premises shall mean
the areas of the Building as shown on Exhibit “A” hereto. For the purposes of this Lease, the
parties agree that the Premises contain 13,323 square feet of rentable area and that this number is
binding and conclusive. Tenant acknowledges examining and inspecting the Premises, and all
fixtures, equipment and other property appurtenant thereto and agrees to accept them in their “as
is” condition existing on the Term Commencement Date, as hereinafter defined.
In addition to the Premises, Tenant has the right to use in common with others, public
entrances, public stairways, building’s associated parking shown on exhibit E and public elevators
of the Building (collectively, “Common Areas”). All of the Common Areas, and all other areas
serving the Building, shall at all times be subject to Landlord’s exclusive control.
1. 2. COMMENCEMENT OF LEASE TERM. The term of this Lease (the “Term”) is two (2)
years and, commencing on the Rental Commencement Date (the “Term Commencement Date”) and ending
two (2) years from the Rental Commencement Date. Tenant’s obligation for the payment of rent shall
commence 45 days from the date hereof (“Rental Commencement Date”).
2. 3. BASE RENT. Tenant agrees to pay to Landlord, in monthly installments on the
first day of the month, Base Rent (as described in Paragraph 4) and all such other sums of money
(“Additional Rent”) as shall become due hereunder. All checks are to be made payable to the order
of Landlord and mailed or delivered to Landlord’s office at 3501 Griffin Rd Ft Lauderdale Fl 33312.
or to such other address or payee specified in a notice given by Landlord to Tenant. If the Term
does not commence on the first day of a month, the first installment of the Monthly Rent shall be
prorated on a per diem basis and the partial month shall be added to the first year of the Lease.
Tenant has deposited with Landlord the first month’s rent plus applicable sales tax of $12,720.00
which shall be applied to the first month’s rent due hereunder. Tenant shall not be responsible to
reimburse Landlord for property taxes or Landlord’s costs of maintaining common areas of the
building as same are defined hereunder.
3. 4. SCHEDULE OF BASE RENT. Tenant shall pay the Base Rent as same comes due in
monthly installments at all times during the Lease, pursuant to the following Rent Schedule.
RENT SCHEDULE
| Annual Rent | Monthly Rent | |||||||
Year 1 |
$ | 144,000 | $ | 12,000 | ||||
Year 2 |
$ | 144,000 | $ | 12,000 | ||||
Option Periods Year 3 |
$ | 151,200 | $ | 12,600 | ||||
Year 4 |
$ | 158,760 | $ | 13,230 | ||||
Year 5 |
$ | 174,636 | $ | 14,553 | ||||
| * | plus all applicable state and municipal sales taxes |
1. 5. OPERATING EXPENSES. Omitted
1. 6. SECURITY DEPOSIT. Tenant, concurrently with the execution of this Lease has
deposited with Landlord the sum of twelve thousand dollars ($12,000), (“Security Deposit”). This
sum shall be retained by Landlord as security for the payment by Tenant of the Base Rent and other
sums payable by Tenant under this Lease (“Additional Rent”) and for the
faithful performance by Tenant of all the other terms and conditions of this Lease. Landlord,
at Landlord’s option, may at any time apply the Security Deposit or any part thereof toward the
payment of the Base Rent and/or Additional Rent and/or toward the performance of Tenant’s
obligations under this Lease. The Security Deposit is not liquidated damages. Landlord shall
return the unused portion of the Security Deposit to Tenant within 30 days after the expiration of
the Term if Tenant is not in breach of this Lease. If the Security Deposit is insufficient to
cover Landlord’s actual damages, Tenant shall pay on demand to Landlord an amount sufficient to
fully compensate Landlord for Tenant’s breach. Landlord may (but is not obligated to) exhaust any
or all rights and remedies against Tenant before or after resorting to the Security Deposit. If
Landlord makes any application of Tenant’s Security Deposit, Tenant will replenish the amount so
applied within ten days after demand from Landlord. Failure to replenish the Security Deposit
shall be deemed a default under the Lease. Landlord shall not be required to pay Tenant any
interest on the Security Deposit nor hold same in a separate account.
If Landlord sells the Building, Landlord may deliver the Security Deposit or the unapplied
portion thereof to the new owner. Tenant agrees that if Landlord turns over the Security Deposit
or the unapplied portion thereof to the new owner, Tenant shall look to the new owner only and not
to Landlord for the return of the Security Deposit upon expiration of the Term. No mortgagee of
the Building will be liable for the return of any portion of the Security Deposit except to the
extent actually received by such mortgagee.
Tenant shall, from time to time promptly upon request, furnish to Landlord Tenant’s and any
guarantor’s current and past financial statements, certified as being true, accurate and complete.
Landlord shall keep such information confidential, but may disclose same to actual or prospective
mortgagees and purchasers.
1. 7. PERMITTED USE. Tenant will use and occupy the Premises for administrative
offices and warehousing and distribution of electronic cigarettes and related accessories and for
no other use or purpose (“Permitted Use”). In addition to the Rules and Regulations set forth in
Exhibit C hereto, Tenant shall not suffer or permit the Premises or any part of them to be used in
any manner, or suffer or permit anything to be done in or brought into or kept in the Premises,
which would in any way: (a) violate any law or requirement of public authorities; (b) cause injury
to the Building or any part thereof; (c) constitute a public or private nuisance; (d) alter the
appearance of the exterior of the Building or of any portion of the interior other than the
Premises pursuant to the provisions of this Lease; or (e) involve the use, generation, storage or
disposal of hazardous or toxic materials or substances.
2. 8. TRANSFER, ASSIGNMENT OR SUBLETTING. Tenant shall not transfer, assign,
mortgage, pledge, or encumber this Lease or sublet the Premises in whole or in part, or permit the
Premises to be used or occupied by others, intentionally or by operation of law, without the prior
consent in writing of Landlord in each instance, which shall not be unreasonably withheld. If
Tenant is an entity any disposition(s) of the majority of the voting interests therein, or any
change in the power to vote the majority of the interests therein, in one or a series of
transactions, shall be treated as an assignment of this Lease requiring Tenant to obtain Landlord’s
prior written consent thereto. If this Lease is transferred or assigned, or if all or any part of
the Premises shall be sublet or occupied by anybody other than Tenant, Landlord may, after default
by Tenant, collect Base Rent and Additional Rent from the assignee,
subtenant or occupant, and
apply the net amount
collected to the Base Rent and Additional Rent due. Such collection shall not be deemed a
waiver of Landlord’s right to declare Tenant in default of this provision absent Landlord’s express
written consent to such assignment or subletting. In the event of any transfer or assignment,
Tenant shall continue to be liable in accordance with the terms and conditions of this Lease and
shall not be released from the performance thereof absent Landlord’s written consent to such
release. The consent by Landlord to a particular transfer, assignment, mortgage, subletting,
pledge, or encumbrance shall not be construed to relieve Tenant from obtaining the express written
consent of Landlord to any other such transaction. Tenant shall reimburse Landlord’s actual
attorneys’ fees and expenses incurred in connection with Tenant’s assignment, subletting, transfer,
or encumbrance of this Lease or any interest therein. All cash or other consideration, including
any excess Rent beyond the Rent set forth herein, received by Tenant as the proceeds of, or
resulting from, any assignment, sale, or sublease of Tenant’s interest in this Lease and/or the
Premises, whether consented to by Landlord or not, shall be paid to Landlord, notwithstanding the
fact that such proceeds exceed the Rent called for hereunder, unless Landlord agrees to the
contrary in writing, and Tenant hereby assigns all rights it might have or ever acquire in any such
proceeds to Landlord.
3. 9. SERVICES; FORCE MAJEURE:
A. A. Landlord agrees to furnish Tenant, while Tenant is occupying the
Premises and during such time as Tenant is not in default or breach of the Lease,
the following services, subject to the terms of this Lease:
i. (i) Omitted.
ii. (ii) Electric lighting for public areas and service areas of the Building as may in the
judgment of Landlord be reasonably required. Tenant shall pay for the cost of electric and water
consumed within the demised premises. Tenant will permit Landlord access to the timer controlling
the lights for the public areas with reasonable notice to Tenant so Landlord may adjust same at
Landlord’s reasonable discretion.
It is understood that Landlord does not warrant that any of the services referred to above, or
any other services which Landlord may supply, will be free from interruption. Tenant acknowledges
that any one or more of such services and other Landlord obligations hereunder may be suspended or
delayed by reason of accident or repairs, alterations or improvements necessary to be made, or by
strikes or lockouts, or by reason of operation of law, or other causes beyond the reasonable
control of Landlord. No such interruption or discontinuance of service or delay with respect to
other Landlord obligation shall be deemed a breach hereunder by Landlord, an eviction or a
disturbance of Tenant’s use and possession of the Premises or any part thereof, or render Landlord
liable to Tenant for damages by abatement of Base Rent or any Additional Rent or otherwise, or
relieve Tenant from the performance of any of Tenant’s obligations under this Lease.
i. 10. REPAIRS AND ALTERATIONS. After receipt from Tenant of written notice of the
need therefore, Landlord, at its expense, shall make necessary repairs to the foundation, outer
walls, interior load bearing walls and roof of the Building and the Building’s Common Areas.
Notwithstanding the foregoing, Landlord shall be released of its obligation under this Paragraph if
the need for repair was caused by, or Landlord’s repair is disturbed, by: (i) the misuse, improper
conduct, omission or neglect of Tenant, its subtenants, agents, servants,
employees, contractors, invitees or licensees (collectively, “Tenant’s Agents”); and/or (ii)
any improvements or changes in or to the Premises made by or for Tenant.
Tenant, at its expense, shall keep the Premises (and any Building systems located outside the
Premises and which exclusively serve the Premises) in good order and condition and shall make all
repairs therein and thereto which are not required of Landlord pursuant to the immediately
preceding Paragraph. Tenant shall maintain and repair the heating, air conditioning and ventilation
(HVAC) serving the Demised Premises and contract with licensed HVAC repair company to perform
monthly maintenance of same. Tenant shall maintain and repair plumbing, lighting and electrical
systems within the Demised Premises except any change to electrical or plumbing due to the building
not meeting Building Code which change is not related to work done by Tenant.
Except as expressly consented to in writing by Landlord, Tenant will make no alterations,
additions or improvements in or to the Premises, provided however, Landlord shall not unreasonably
withhold its consent to any alterations, additions or improvements so long as: (i) the aggregate
cost thereof does not exceed $2,000 and (ii) such alterations, additions or improvements do not
affect the structure or exterior portion of the Building, or the electrical, mechanical,
telecommunications, plumbing or other Building systems. All alterations, fixtures or improvements,
except office furniture, other personal property and fixtures which shall be readily removable
without injury to the Premises, shall be and remain a part of the Premises at the end of the Term,
unless Landlord, by written notice given to Tenant at least thirty (30) days before the end of the
Term, elects to have all or any of the same removed, in which case Tenant shall remove the same at
its expense. In all events, Tenant shall promptly repair all damage caused in connection with any
removal provided for by this Paragraph.
i. 11. DELAY OF POSSESSION. If Landlord is unable to give possession of the Premises
by reason of the holding over of any prior tenant or for any other reason other than the action or
inaction of Tenant or Tenant’s Agents, so long as such inability continues, a per diem abatement of
Base Rent and Additional Rent shall be allowed to Tenant if such inability to deliver possession
continues beyond the scheduled date for Rent to commence hereunder, but nothing shall operate to
extend the Term and said abatement shall be the full extent of Landlord’s liability to Tenant on
account of delay in Tenant’s obtaining possession of the Premises.
ii. 12. CHARGES DEEMED ADDITIONAL RENT. All charges to Tenant by Landlord for
services or for work done on the Premises by order of Tenant, or otherwise accruing under this
Lease, shall be considered as Additional Rent and be collectible as such.
iii. 13. FIRE OR CASUALTY. If the Premises shall be rendered untenantable by fire or
other casualty during the Term, Landlord shall have 270 days from the date on which the Premises
are rendered untenantable to make the Premises tenantable. Landlord shall have the right to
utilize all insurance proceeds required for leasehold improvements as specified in Paragraph 20 of
the Lease. If the Premises cannot, in the judgment of Landlord, be made tenantable within that
time, Landlord shall, upon reaching such judgment, give notice to Tenant that the Premises cannot
be made tenantable within 270 days. In such event either party may terminate this Lease by giving
written notice of termination to the other party within 10 days after the giving of such notice by
Landlord. Landlord shall not be required to rebuild, repair or replace any part of the partitions,
fixtures or other improvements which
may have previously been placed in the Premises by Tenant.
In the event of termination, Base Rent and Additional Rent shall be paid only to the date of
the fire or casualty. During any time that the Premises are untenantable due to causes set forth
in this Paragraph, Base Rent and Additional Rent shall be abated. Notwithstanding the foregoing,
even if the Premises are not rendered untenantable in whole or in part by fire or other casualty,
Landlord will have the right to terminate this Lease upon 10 days’ prior written notice to Tenant
if (i) the Building is substantially destroyed and Landlord decides not to restore it or to restore
it in such a way as to materially alter the Premises, (ii) the insurance proceeds available to
Landlord to restore the Building are, in Landlord’s opinion, inadequate to do so or (iii) less than
12 months remains on this Lease at the time the restoration will be completed. Upon any such
termination, Landlord and Tenant shall each be released from all further liability under this Lease
accruing after the effective termination date.
Any insurance which may be carried by Landlord or Tenant against loss or damage in the
Building or the Premises shall be for the sole benefit of the party carrying such insurance and
nothing herein contained shall require Landlord to carry insurance on Tenant’s contents.
i. 14. COMPLIANCE WITH LAWS. Tenant shall promptly comply with all laws, guidelines,
rules, regulations and requirements of the Federal, State, County and City governments applicable
to the Premises, including but not limited to the Americans with Disabilities Act, applicable
environmental laws and those for the correction, prevention and abatement of nuisances, unsafe
conditions, or other grievances arising from or pertaining to the use or occupancy of the Premises.
ii. 15. LATE PAYMENT DAMAGE AND ATTORNEYS’ FEES. Tenant agrees to promptly pay all
Base Rent, Additional Rent and other charges that accrue under this Lease. If any monies shall
remain unpaid for 5 days after the same become due and payable, without waiving such default or any
other available rights and remedies, Landlord shall be entitled to a late charge of 18% per annum
of the payment overdue, computed on a per diem basis from the date it was due and a late fee of 5%
of the payment overdue. In addition, upon request of Landlord, Tenant shall reimburse Landlord for
all costs incurred by Landlord in the enforcement of any of the provisions of this Lease and/or the
collection of any sums due to Landlord under this Lease (including, without limitation, collection
agency fees, court costs (including expert witness fees whenever such term is used in this
instrument) and reasonable attorneys’ fees through all appellate actions and proceedings and
enforcement or collection proceedings).
iii. 16. TENANT’S DEFAULT; LANDLORD’S REMEDIES:
B. A. Each of the following events shall be a default by Tenant and a breach
by Tenant of this Lease:
i. (i) If Tenant fails to pay Landlord any installment of Base Rent, Additional Rent or other
charge required to be paid by Tenant under this Lease as and when the same becomes due and payable;
ii. (ii) If Tenant fails to perform or comply with any of the non monetary agreements, terms,
covenants or conditions hereof on Tenant’s part to be performed and such lack of performance or
lack of compliance shall continue for a period of 10 days after notice
by Landlord to Tenant or, if such performance or compliance cannot be reasonably had within
such 10 day period, Tenant shall not in good faith have commenced such performance or compliance
within such 10 day period and shall not diligently proceed to completion;
iii. (iii) If a judgment is entered against Tenant or a levy under execution or attachment
shall be made against Tenant or its property and such judgment, execution or attachment shall not
be satisfied, stayed, vacated or removed by payment, court order, bonding or otherwise within a
period of 15 days after entry of such judgment or levy under execution or attachment;
iv. (iv) If Tenant notifies Landlord, at any time prior to the Term Commencement Date, that
Tenant does not intend to take occupancy of the Premises upon the Term Commencement Date, or Tenant
shall fail to promptly move into and take possession of the Premises when the Premises are ready
for occupancy or shall cease to do business in or abandon any substantial portion of the Premises;
v. (v) If Tenant shall remove or permit the removal of any furniture, fixtures or equipment
from the Premises other than in the ordinary course of its business;
vi. (vi) If Tenant fails more than twice within any 12 month period to observe or perform any
covenant, condition, or agreement of this Lease (including without limitation the payment of Rent),
regardless of whether such defaults shall have been cured by Tenant, the third default shall at the
election of Landlord, in its sole and absolute discretion, be deemed a noncurable default;
vii. (vii) The filing of an involuntary petition against Tenant under the Bankruptcy Code or
any state or other federal law relating to bankruptcy or insolvency that is not dismissed within 60
days after being filed or the making or entry of a decree or order by a court or determination by
any regulatory or governmental agency, if any, having jurisdiction over Tenant (a) that Tenant is a
bankrupt or insolvent, (b) approving as properly filed a petition seeking reorganization of Tenant
under the Bankruptcy Code or any state or other federal law relating to bankruptcy or insolvency,
(c) appointing a receiver or liquidator or trustee in bankruptcy or insolvency of Tenant or of its
property or any substantial portion of its property, or (d) winding up or liquidating the affairs
of Tenant; and
viii. (viii) If Tenant shall (a) institute proceedings to be adjudged a voluntary bankrupt,
(b) consent to the filing of a bankruptcy proceeding against it, (c) file a petition or answer or
consent seeking reorganization or readjustment under the Bankruptcy Code or any state or other
federal law, or otherwise invoke any law for the aid of debtors, or consent to the filing of any
such petition, (d) consent to the appointment of a receiver or liquidator or trustee in bankruptcy
or insolvency of it or of its property or any substantial portion of its property, (e) make an
assignment for the benefit of the creditors, or (f) admit in writing its inability to pay its debts
generally as they become due.
ix. (ix) Failure to pay labor or material men or any other vendors resulting in recordation of
lien unless same is discharged within 10 days of filing.
C. B. Upon default or breach by Tenant of this Lease,
Landlord may, at its option, take any, some or all of the following actions:
i. (i) Give notice to Tenant at any time after default or breach specifying Tenant’s default
or defaults, and stating that this Lease and the Term shall expire and terminate on the date
specified in such notice. Upon the date specified in such notice, this Lease and the Term and all
rights of Tenant under this Lease shall expire and terminate as if that date were the date fixed
for the expiration of the Term. No state or federal court receiver, trustee or liquidator
appointed for Tenant shall be entitled to enforce this Lease or prevent its termination by
Landlord.
ii. (ii) Bring summary proceedings against Tenant pursuant to the provisions of applicable law
and rules of procedure and cause the distraint of Tenant’s property.
iii. (iii) Re-enter and repossess the Premises, in which event Tenant agrees to immediately
surrender the Premises to Landlord. Tenant shall nevertheless remain and continue liable to
Landlord in a sum equal to all Base Rent, Additional Rent and other charges reserved herein for the
remainder of the then existing Term with Tenant responsible to pay Landlord immediately all such
rents and charges that are capable of ascertainment, with other charges that are not susceptible of
ascertainment to be paid to Landlord periodically as soon as such charges can be ascertained.
iv. (iv) Repair and alter the Premises in such manner as Landlord deems necessary or advisable
in order to let or relet the Premises for the whole, or any part of the, remainder of the Term or
for a longer period, in Landlord’s name or as the agent of Tenant. From any monies collected or
received as a result of such letting or reletting, Landlord shall first pay to itself the cost and
expense of retaking, repossession, repairing or altering the Premises, including the cost and
expense of removing all persons and property therefrom; second, pay to itself the cost and expense
sustained in securing any new tenants; and, third, pay to itself any balance remaining on account
of the liability of Tenant to Landlord for a sum equal to all Base Rent, Additional Rent and
charges reserved herein and unpaid by Tenant for the remainder of the Term. No re-entry by
Landlord, whether had or taken under summary proceedings or otherwise, shall absolve or discharge
Tenant from liability hereunder.
v. (v) Declare all Base Rent, Additional Rent and any other charges due or to become due for
the entire remaining Term immediately due and payable and accelerate same so that the full amount
of all such rent and other charges shall become immediately due and payable by Tenant, and Landlord
may collect all such unpaid rent and other sums by distress or otherwise.
vi. (vi) Take any and all other action and pursue all other rights and remedies provided at
law or in equity or under this Lease or any other instrument referred to herein or related hereto.
Should any monies collected by Landlord pursuant to any of the provisions of this Paragraph be
insufficient to fully pay to Landlord a sum equal to all Base Rent, Additional Rent and other
charges reserved herein, Tenant shall remain liable for any such deficiency and the right of
Landlord to recover from Tenant the amount thereof or a sum equal to all Base Rent, Additional Rent
and other charges reserved herein shall survive the issuance of any dispossessory warrant or
other termination hereof.
Tenant, for and on behalf of itself, and all persons claiming through or under Tenant, waives
any and all right of redemption or re-entry or repossession or to restore the operation of this
Lease in case Tenant shall be disposed by judgment or by warrant of any court or judge or in case
of re-entry or repossession by Landlord and Landlord and Tenant, so far as permitted by law, waive
and will waive trial by jury in any action, proceeding or counterclaim brought by either of the
parties hereto against the other on any matters whatsoever arising out of or in any way connected
with this Lease, the relationship of Landlord and Tenant, Tenant’s use or occupancy of the Premises
or any claim of injury or damage.
The rights of Landlord as contained in this Paragraph 16 shall survive any termination of this
Lease.
i. 17. NO WAIVER AND CUMULATIVE REMEDIES. No waiver of any provision of this Lease by
either party shall be deemed to imply or constitute a further waiver by such party of the same or
any other provision hereof. The rights and remedies of Landlord under this Lease are cumulative
and are not intended to be exclusive and the use of one shall not be taken to exclude or waive the
right of use of another, and Landlord shall be entitled to pursue all rights and remedies available
to landlords under the laws of the State of Florida. Landlord may accept partial payments without
waiving any rights and without same constituting a waiver of Tenant’s default.
ii. 18. RIGHT OF ENTRY. Landlord, or any of its agents, shall have the right (but not
the obligation) to enter the Premises during all reasonable hours, and after reasonable prior
notice (which need not be written), to examine the same or to make such repairs, additions or
alterations as Landlord may deem necessary. In the event of an emergency, Landlord or its agents
may (but shall not be obligated to) enter the Premises at any time without notice to appraise and
correct the emergency condition. Tenant also grants Landlord or its agents the right after
reasonable prior notice (which need not be written) to exhibit the Premises at any time within 180
days before the expiration of the Term.
iii. 19. PERSONAL PROPERTY. All personal property placed or moved into the Building
or parking area shall be at the risk of Tenant or other owner and Landlord shall not be liable for
any damage to personal property, or to Tenant, arising from the bursting or leaking of water pipes
or otherwise from any act or omission of any cotenant or occupant of the Building or of any other
person. Any damages to the Building arising out of Tenant’s bringing of personal property into the
Building shall be repaired by Landlord at the sole cost and expense of Tenant.
iv. 20. INDEMNIFICATION OF LANDLORD; INSURANCE; SUBROGATION WAIVER. Tenant agrees to
indemnify Landlord and its managing agent, if any, against all liabilities, costs and expenses
(including, without limitation, reasonable attorneys’ fees through all appellate actions and
proceedings) arising from or in any way connected with the Premises or any acts, omissions, neglect
or fault of Tenant or any of Tenant’s Agents including but not limited to any breach of this Lease
and any death, personal injury or property damage occurring in or about the Premises or other part
of the Building, including the parking and outside areas, and the introduction of or disturbance of
any existing hazardous or toxic materials or substances.
Tenant agrees that, at all times during the Term (as well as prior and subsequent thereto if
Tenant or any of Tenant’s Agents shall then use or occupy any portion of the Premises), it shall
keep in force, with an insurance company licensed to do business in the State in which the Premises
are located, which insurance company shall be acceptable to Landlord in its sole discretion,
commercial general liability and special form property insurance for Tenant’s personalty and
leasehold improvements in a combined single limit of not less than $2,000,000 for bodily injury and
property damage per occurrence as to liability and 100% full replacement cost as to property damage
(without deductible insofar as liability coverage is concerned). Tenant shall also maintain
throughout the Term worker’s compensation insurance with not less than the maximum statutory limits
of coverage; employee’s non-owned and hired vehicle insurance for any non-owned vehicles that are
used by Tenant’s employees in the course of Tenant’s business in an amount of not less than
$1,000,000; if Tenant owns or leases any vehicles used in the operation of its business, commercial
automobile insurance in an amount of not less than $1,000,000; business interruption insurance
sufficient to cover Tenant’s overhead and payroll for at least six months; and such other insurance
as Landlord may reasonably require and as is customarily carried by businesses similar to Tenant’s
business, in such amounts and conditions as Landlord may reasonably require. Such policies shall:
(a) include Landlord, its managing agent, and such other parties as Landlord may designate as
parties insured; (b) be considered primary insurance; and (c) provide that it may not be cancelled
or changed without at least 30 days’ prior written notice from the insurer to each party insured
thereunder; and (c) in the case of insurance covering the Building interior improvements name
Landlord as Loss Payee. Landlord understands and agrees that Tenant shall not be responsible for
any payment for property insurance for the building itself except as outlined above.
Upon request from time to time, Tenant shall furnish Landlord with duplicate original
certificates of all such paid-up insurance. In the event of damage to or destruction of the
Premises, Tenant shall have the obligation promptly to repair or restore Tenant’s property to its
original or better condition.
Each party shall look first to any insurance in its favor before making any claim against the
other party for recovery for loss or damage resulting from fire or other casualty; Landlord and
Tenant each hereby releases and waives all right of recovery against the other or any one claiming
through or under each of them by way of subrogation or otherwise. The foregoing release and waiver
shall be in force only if both releasors’ insurance policies provide that such a release or waiver
shall not invalidate the insurance, and each party hereby agrees to obtain such a clause or an
endorsement of like effect (so long as the same shall be obtainable) and furnish evidence thereof
to the other party from time to time upon request. Tenant acknowledges that Landlord is not
obligated to carry insurance on Tenant’s furniture, furnishings, fixtures, equipment and/or
improvements, and agrees that Landlord shall not be obligated to repair any damage thereto or
replace the same.
i. 21. LANDLORD’S MORTGAGE; ESTOPPEL CERTIFICATE; SUBORDINATION. Landlord shall have
the unrestricted right to sell, lease, mortgage and refinance the Building. Tenant agrees, within
10 days after request, to execute such instruments as Landlord or its mortgagee or the purchaser of
the Building (the “Purchaser”) shall require, certifying whether this Lease is in full force and
effect and listing any modifications. This statement, commonly known as an estoppel certificate,
is intended to be for the benefit of Landlord, any
Purchaser, lessor of the Building or mortgagee of Landlord, and any purchaser or assignee of
Landlord’s mortgagee. The estoppel certificate will also contain such other information as
Landlord or its mortgagee or the Purchaser or the lessor may reasonably request.
This Lease is and at all times shall be subject and subordinate to all present and future
mortgages and long term leases which may affect the Building, and to all recastings, renewals,
modifications, consolidations, replacements, and extensions of any such mortgage(s). The foregoing
shall be self-operative and any mortgagee shall require no further instrument of subordination. In
addition to the foregoing, at Landlord’s request, Tenant will execute any instruments and/or
certificates required to carry out the intent hereof. In addition to all other remedies, if Tenant
fails at any time to execute any such instrument, Landlord is hereby irrevocably appointed
attorney-in-fact (which appointment is coupled with an interest) on behalf of Tenant with full
power and authority on behalf of Tenant to subordinate this Lease to any present or future mortgage
or other lien on the Premises or the Building.
i. 22. NOTICES. A notice sent under this Lease shall be addressed to the party to
receive it and mailed certified mail, return receipt requested, nationally recognized overnight
delivery service such as Federal Express or hand delivered to the party to receive the notice at
the address set forth below. Notice will be deemed given, in the case of hand delivery or
overnight delivery service, when delivered to the party’s address set forth above, and, in the case
of mailing, 3 days after depositing such notice properly addressed with sufficient postage in a
mail box or other mail facility maintained by the United States Postal Service. Notice given by
the attorney for any party shall be as effective as if given by that party. Until further notice
the addresses for Landlord and Tenant shall be as follows:
Landlord:
|
3001 Griffin Partners LLC | |||
| 3501 Griffin Rd | ||||
| Ft Lauderdale Fl 33312 | ||||
Tenant:
|
Vapor Corporation | |||
| 3001 Griffin Rd and | ||||
| 3091 Griffin Rd | ||||
| Dania Beach, FL 33312 | ||||
| Attn:
|
||||
| Fax Number:
|
i. 23. RULES AND REGULATIONS. Tenant agrees to abide by all Rules and Regulations
contained as Exhibit “c” attached hereto and made a part hereof, as reasonably amended and
supplemented in the sole discretion of Landlord from time to time.
ii. 24. ENTIRE AGREEMENT. This Lease contains the entire agreement between the
parties regarding the subject matters referred to herein, and supersedes all prior oral and written
agreements between them regarding such matters. It may be modified only by an agreement in writing
signed by Landlord and Tenant. No offer of surrender of the Premises shall be binding unless
accepted by Landlord in writing.
iii. 25. HEIRS AND ASSIGNS. This Lease shall be binding upon and inure to the
benefit of the heirs, legal representatives, successors and permitted assigns of both parties.
If more than one person and/or entity shall be named herein as Tenant, each such person or entity
shall be jointly and severally liable.
iv. 26. PEACEFUL POSSESSION. Subject to the terms and conditions of this Lease,
Landlord agrees that Tenant shall peaceably have, hold and enjoy the premises without hindrance or
molestation by Landlord.
v. 27. EMINENT DOMAIN. If all or any portion of the Premises shall be taken (except
temporarily) by any condemnation or eminent domain proceedings, at Landlord’s election this Lease
shall terminate on the effective date of the taking. Landlord shall be entitled to all awards for
such taking, except that Tenant shall be entitled to make a separate claim against the condemning
authority for moving expenses and for damage to fixtures installed in the premises by and at the
expense of Tenant; provided that any award made to Tenant shall be in addition to, and shall not
reduce, any award which Landlord may claim in connection with such taking, and further provided
that in no event shall Tenant have any claim for the value of the unexpired Term. The same
provisions apply if Landlord sells the Building to a public entity under threat of a taking.
Notwithstanding the foregoing, even if the Premises are not affected in whole or in part by a
taking, Landlord shall have the right to terminate this Lease upon 10 days’ prior written notice to
Tenant if in Landlord’s judgment a material portion of the Building or the Property shall be taken
by condemnation or eminent domain proceedings. Upon any such termination, Landlord and Tenant
shall each be released from all further liability under this Lease accruing after the effective
termination date.
If this Lease is not terminated in accordance with the foregoing provisions of this Paragraph,
the Base Rent shall be ratably reduced according to the area of the Premises which is taken and
“Tenant’s Share” (as defined in Paragraph 5) shall be appropriately reduced.
i. 28. SURRENDER OF PREMISES; HOLDING OVER. Tenant agrees to surrender the Premises
including all fixtures permanently attached thereto, to Landlord at the end of the Term in as good
condition as they were at the commencement of Tenant’s occupancy, ordinary wear and tear excepted,
provided, however, that upon Landlord’s request, Tenant shall remove all fixtures and equipment
affixed to the Premises by Tenant and restore the Premises to such condition prior to the earlier
of the end of the Term or the date Tenant is required to vacate the Premises. Tenant will pay to
Landlord upon request all damages that Landlord may suffer on account of Tenant’s failure to
surrender possession as and when aforesaid and Tenant will indemnify Landlord against all
liabilities, costs and expenses (including, without limitation, reasonable attorneys’ fees through
all appellate actions and proceedings, including enforcement and collection proceedings) arising
out of Tenant’s delay in so delivering possession, including but not limited to claims of any
succeeding tenant.
Without limiting Landlord’s rights and remedies, if, Tenant holds over in possession of the
Premises beyond the end of the Term, during the holdover period Monthly Rent shall be double the
amount of the adjusted Monthly Rent payable for the last month of the Term.
i. 29. CONSTRUCTION LIENS. The interest of Landlord in and to the Property, the
Building, the Premises, and/or any part of either, and the income therefrom, shall not be subject
to liens for improvements made, or caused to be made, by Tenant. Tenant will not permit any
construction liens, mechanic’s liens or other liens to be placed upon the Premises, the Building or
the Property, and nothing in this Lease shall be deemed or construed in any way as constituting the
consent or request of Landlord, express or implied, by inference or otherwise, to any person for
the performance of any labor or the furnishing of any materials to the Premises or any part
thereof, nor as giving Tenant any right, power, or authority to contract for or permit the
rendering of any services or the furnishing of any materials that would give rise to any
construction, mechanic’s or other liens against the Premises, the Building, or the Property. If
any such lien is recorded against or attached to the Premises, the Building, or the Property,
Tenant shall bond against or discharge same within 10 days after Tenant’s receipt of actual notice
that the same has been so recorded or attached.
ii. 30. TRANSFER BY LANDLORD. If Landlord’s interest in the Building shall terminate
by operation of law, bona fide sale, or execution or foreclosure sale, Landlord shall thereupon be
released from all further liability to Tenant under this Lease and Landlord’s successor shall
thereupon become liable to Tenant for all further obligations of Landlord under this Lease.
Landlord shall have the free and unrestricted right to sell, transfer or assign the Property, or
any part thereof.
iii. 31. ATTORNMENT AND MORTGAGEE’S REQUESTS. If any mortgagee of the Building comes
into possession or ownership of the Premises or acquires Landlord’s interest by foreclosure of the
mortgage or otherwise, upon the mortgagee’s request Tenant will attorn to the mortgagee.
i. 32. PARKING.
B. A. Landlord shall provide Tenant during the Term with 55 unassigned
parking spaces (the “Parking Spaces”) for car(s) in the Building parking areas.
Tenant shall not permit its employees or invitees or agents to park in the four
assigned spaces reserved for other tenants of the Building. Which assigned spaces
shall be selected by the Landlord.
C. B. The parking areas and the parking referred to herein shall be used on
a nonexclusive basis, except as provided above in paragraph A, with other
occupants of the Building and members of the public.
D. C. Landlord may establish such controls and rules and regulations
regarding parking that Landlord may deem desirable and may amend them from time
to time in Landlord’s sole discretion.
E. D. Landlord shall have the right to tow or otherwise remove vehicles
improperly parked, blocking ingress or egress lanes, or violating parking rules,
at the expense of the offending Tenant and/or owner of the vehicle.
F. 33. MISCELLANEOUS.
G. A. If any term or condition of this Lease or the application thereof to
any person or circumstance shall, to any extent, be invalid or unenforceable, the
remainder of this Lease, or the application of such term or condition to persons
or circumstances other than those as to which it is held invalid or
unenforceable, shall not be affected thereby and each term and condition of this
Lease shall be valid and be enforceable to the fullest extent permitted by law.
This Lease shall be construed in accordance with the laws of the State of
Florida. Landlord and Tenant agree to submit to the personal jurisdiction of
and that the venue for any proceeding under or relating to this Lease shall be in
any court serving the county where the Property is located.
H. B. Tenant acknowledges that it has not relied upon any statement,
representation, prior or contemporaneous written or oral promises, agreements or
warranties, except such as are expressed herein. This Lease contains the entire
agreement between the parties relating to the subject matter hereof and all
agreements and understandings are merged herein. This Lease may not be modified
except in writing, executed by both Landlord and Tenant.
I. C. Tenant shall pay before delinquency all taxes assessed during the Term
against any occupancy interest in the Premises or personal property of any kind
owned by or placed in, upon or about the Premises by Tenant.
J. D. Each party represents and warrants that it has not dealt with any
agent or broker in connection with this transaction except for
_____
RW Banks Real
Estate Inc. If either party’s representation and warranty as aforesaid proves to
be untrue, such party shall indemnify the other party against all resulting
liabilities, costs expenses, claims, demands and causes of action, including
reasonable attorneys’ fees through all appellate actions and proceedings. The
foregoing shall survive the end of the Term.
K. E. Neither this Lease nor any memorandum hereof shall be recorded by
Tenant.
L. F. All Exhibits hereto shall form a part of this Lease.
M. G. Time is of the essence to each and every obligation of Tenant
hereunder.
N. H. Landlord is not, nor does Landlord hereby, in any way or for any
purpose, become a partner of Tenant in the conduct of Tenant’s business or
otherwise, a joint venturer, or a member of a joint enterprise with Tenant by
virtue of this Lease.
O. 34. STATUTORY NOTICE REQUIREMENT. Tenant hereby acknowledges receipt of the
following notice as required by Chapter 88-285, Laws of Florida:
i. i. RADON GAS: Radon is a naturally occurring radioactive gas
that, when it has accumulated in a building in sufficient quantities, may present
health risks to persons who are exposed to it over time. Levels of radon that
exceed federal and state guidelines have been found in buildings in Florida.
Additional information regarding radon and radon testing may be obtained from your
county public health unit.
ii. 35. LIMITATION ON LANDLORD’S LIABILITY. Notwithstanding any contrary provision of
this Lease, Tenant shall look solely to the interest of Landlord or its successor (as landlord
hereunder) in the Building for the satisfaction of any judgment or other judicial process requiring
the payment of money as a result of any negligence or breach of this Lease by Landlord or such
successor, and no other assets of Landlord or such successor (or of any beneficial owners,
partners, corporations and/or others comprising, affiliated or in any way related to Landlord or
such successor) shall be subject to levy execution or other enforcement procedure for the
satisfaction of Tenant’s judgment in any of such events.
iii. 36. RELOCATION OF TENANT. Omitted
iv. 37. Omitted
v. 38. WAIVER OF TRIAL BY JURY. IT IS MUTUALLY AGREED BY AND BETWEEN LANDLORD AND
TENANT THAT THE RESPECTIVE PARTIES HERETO SHALL AND THEY DO HEREBY WAIVE THEIR RESPECTIVE RIGHT TO
A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM BROUGHT BY EITHER OF THE PARTIES HERETO
AGAINST THE OTHER ON ANY MATTER ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS LEASE, THE
RELATIONSHIP OF LANDLORD AND TENANT, AND TENANT’S USE OR OCCUPANCY OF THE PREMISES, WHETHER SUCH
CLAIM IS IN CONTRACT, TORT OR OTHERWISE. TENANT FURTHER AGREES THAT IT SHALL NOT INTERPOSE ANY
COUNTERCLAIM OR COUNTERCLAIMS IN A SUMMARY PROCEEDING.
vi. 39. Options to Renew, Tenant shall have three one year options to renew the term which
shall be conditioned on the following:
Tenant must be in good standing and not in default under the lease, tenant must provide Landlord
with two months prior written notice of its intention to exercise each option period and Tenant
must have exercised the immediately prior option in order to exercise a subsequent option. All
terms of the lease shall remain the same except Base Rent will be increased as indicated in
paragraph 4.
i. 40. RIGHT OF 1ST OFFER FOR ADDITIONAL SPACE. There are two residential
apartments within the building(s) in which Tenant is located. During the term of this lease, or
any extension thereof, and provided Tenant is not in default hereunder, Tenant will have right of
1st offer to lease an apartment unit if and when it becomes vacant. The rent shall be
the same as such vacating tenant would have been charged for the apartment should the Tenant have
extended with subsequent increases in rent of 10% yearly. Landlord will notify Tenant of the
availability of an apartment unit and Tenant shall have 15 days to notify Landlord if Tenant will
rent the apartment. Should Tenant fail to notify Landlord of its intention to rent the apartment
within said 15 days then Tenant will lose its right to lease the apartment until such unit is
subsequently rented and again vacated.
IN WITNESS WHEREOF, the parties have signed and delivered this Lease as of the day and year
first above written.
| Witnesses as to Landlord: | LANDLORD: | |||||||||||
| 3501 Griffin Partners LLC. | ||||||||||||
| a Florida Limited Liability corporation | ||||||||||||
Print Name |
||||||||||||
| By: | ||||||||||||
| Name: | ||||||||||||
Print Name
|
As its: | President | ||||||||||
| Witnesses as to Tenant: | TENANT: | |||||||||||
| a corporation | ||||||||||||
Print Name |
||||||||||||
| By: | ||||||||||||
| Name: | ||||||||||||
Print Name
|
As its: | |||||||||||
Exhibit “A” — Floor Plan
Exhibit “B” — Tenant Work Letter
Exhibit “C” — Rules and Regulations
Exhibit “D” — Tenant Acceptance Letter
Exhibit “D” — Site Plan
(Sketches, cross-hatching, dimensions and area calculations are for illustrative purposes only and
are not intended to detail the actual physical boundaries, dimensions or square footage of the
Premises.)
EXHIBIT “B”
TENANT WORK LETTER
Landlord is not required to perform any work on the Premises and Tenant accepts the Premises “AS
IS”,
I. Tenant acknowledges that Landlord has no obligations to make improvements to the Premises and,
Tenant accepts the Premises “AS IS.”
II. Any work done to the Premises by Tenant will require prior approval by Landlord, All work will
be done in accordance with applicable building codes and regulations including the obtaining of any
required permits.
EXHIBIT “C”
RULES AND REGULATIONS
1. DEFINITIONS: Wherever in these Rules and Regulations the word “Tenant” is used, it
shall be taken to apply to and include the Tenant and its agents, employees, invitees, licensees,
subtenants, and contractors, and is to be deemed of such number and gender as the circumstances
require. The words “Room” and “Premises” are to be taken to mean and include the space covered by
this Lease. The word “Landlord” shall be taken to include the employees and agents of Landlord.
2. OPERATIONS: The streets, sidewalks, entrances, halls, passages, elevators,
stairways, and other common area provided by Landlord shall not be obstructed by Tenant, or used by
it for any other purpose than for ingress and egress.
3. WASHROOMS: Toilet rooms, water closets, and other water apparatus shall not be
used for any purpose other than those for which they were constructed.
4. INSURANCE REGULATIONS: Tenant shall not do anything in the Premises, or bring or
keep anything therein, which will in any way increase or tend to increase the risk of fire or the
rate of fire insurance, or which will conflict with the regulations of the Fire Department or the
Fire laws, or with the rules and regulations, of the Fire Insurance Rating Organization, or
equivalent bodies, or with any insurance policy on the Building or any part thereof, or with any
law, ordinance, rule, or regulation affecting the occupancy and use of the Premises, now existing
or hereafter enacted or promulgated by any public authority or by the Fire Insurance Rating
Organization, or any equivalent body.
5. GENERAL PROHIBITIONS: In order to insure proper use and care of the Premises,
Tenant shall not:
| a. | Keep animals or birds in the Premises. |
| b. | Use the Premises or any rooms therein as sleeping apartments. |
| c. | Allow any sign, advertisement, or notice to be fixed to the
Building, inside or outside, without the Landlord’s written consent. |
| d. | Make improper noises or disturbances of any kind; sing, play or
operate any musical instrument, radio or televisions, or have any music or noise
emanating from the Premises that is audible by any other tenants in the
Building, without consent of Landlord, or otherwise do anything to disturb other
tenants or tend to injure the reputation of the Building. |
| e. | Place anything on the outside of the Building, including roof
setbacks, window ledges, and other projections or drop anything from the
windows, stairways, or parapets; or place trash or other matter in the halls,
stairways,
elevators, or light wells of the Building. |
| f. | Leave the Premises without locking doors and extinguishing all
lights. |
| g. | Install any shades, blinds, or awnings, except building standard
window coverings, without consent of Landlord. |
| h. | Manufacture any commodity, or prepare or dispense any foods or
beverages, whether by vending or dispensing machines or otherwise, or alcoholic
beverages, tobacco, drugs, flowers, or other commodities or articles without the
written consent of Landlord. |
| i. | Secure duplicate keys for rooms or toilets, except from Landlord,
or change the locks of any doors to or in the Premises. Landlord shall have
access, however, to the Premises during all reasonable times and emergency
situations. |
| j. | omitted |
| k. | Use, store, and dispose of toxic or dangerous substances without
proper prior approval of governing authority and Landlord. |
| l. | No smoking shall be permitted anywhere in the Building except in
Landlord designated smoking areas, if any. |
| a. | a) m. Tenant will not distribute or cause to be distributed in or
around the Building or Common Areas, any hand bills or other advertising
devices. |
| n. | Tenant shall not cause or permit strong, unusual, offensive or
objectionable noise, odors, fumes, dust or vapors to emanate or be dispelled
from the Premises. |
6. BUSINESS MACHINES: Business machines and mechanical equipment which cause
vibration, noise, cold or heat that may be transmitted to Building structure, or to any leased
space outside premises shall be placed and maintained by Tenant, at its sole cost and expense, in
settings of cork, rubber, or spring type vibration eliminators sufficient to absorb and prevent
such vibration, noise, cold or heat. No business machines, computers or mechanical equipment or
any other thing whatsoever such as files or books which exceed the existing floor load capacity of
80 pounds per square foot or require unusually high amounts of electricity shall be used or
installed in the Premises without Landlord’s prior written consent.
7. MOVEMENT OF EQUIPMENT: Landlord reserves the right to designate the time and the
method whereby freight, small office equipment, furniture, safes, and other like articles may be
brought into, moved, or removed from the Building or Premises, and to designate the location for
temporary disposition of such items. In no event shall any of the foregoing items be taken from
Tenant’s Premises for the purpose of removing same from the Building without the
express consent of both Landlord and Tenant.
8. omitted
9. REGULATION CHANGE: Landlord shall have the right to make such additional rules and
regulations as in the judgment of Landlord may from time to time be needed for the safety,
appearance, care, and cleanliness of the Building and the Property and for the preservation of good
order therein; Landlord shall not be responsible to Tenant for any violation of rules and
regulations by other tenants.
10. CERTAIN RIGHTS RESERVED TO LANDLORD: The Landlord reserves the following rights:
a. To name or change the name of the Building and to change the street address of the
Building.
b. To install and maintain a sign or signs on the exterior or interior of the Building.
1. 2)
EXHIBIT “D”
TENANT ACCEPTANCE LETTER
This declaration is hereby attached to and made part of the lease agreement dated
_____, 201_
entered into by and between
as Landlord and as
Tenant.
The undersigned, as Tenant, hereby confirms as of the
_____
day of
_____, 201_
the
following:
1. Tenant has accepted possession of the Premises (Lease Drafter: Insert Property
Name-unbolded, Ste_____), on
_____, 200_
and is currently able to occupy the same.
2. The Term Commencement Date and the obligation to commence the payment of rent commenced or
will commence on
_____, 200_.
3. All alterations and improvements required to be performed by Landlord pursuant to the terms
of the Lease to prepare the entire Premises for Tenant’s initial occupancy have been satisfactorily
completed, except for the following:
..
4. As of the date hereof, Landlord has fulfilled all of its obligations under the Lease.
5. The Lease is in full force and effect and has not been modified, altered, or amended,
except pursuant to any instruments described above, if any.
6. There are no offsets or credits against Base Rent or Additional Rent, nor has any Base Rent
or Additional Rent been prepaid except as provided pursuant to the terms of the Lease.
7. Tenant has no notice of any prior assignment, hypothecation, or pledge of the Lease or any
Rent due under the Lease.
| WITNESS: | TENANT: | |||||||
| By: | ||||||||
| As: | ||||||||
