1
EXHIBIT 10.16
LEASE
THIS INDENTURE, made this 10nd day of February, 2000. By and between
JMP Company, Inc., a New Mexico corporation, whose address is P. O. Box 5006,
Albuquerque, N. M. 87185 hereinafter, whether singular or plural, masculine,
feminine, or neuter, designated as "Lessor," which expression shall include
Lessor's heirs, personal representatives, assigns, and successors in interest,
and Advanced Optics Electronics, Inc., a Nevada corporation, whose address is
8301 Washington N. E., Suite 4, Albuquerque, N. M., 87113 hereinafter, whether
singular or plural, masculine, feminine, or neuter, designated as "Lessee,"
which expression shall include all Lessees, jointly and severally, and shall
include Lessee's heirs, personal representatives, assigns, and successors
interest, WITNESSETH:
I. DEMISE OF PREMISES.
Lessor, for and in consideration of the covenants and agreements herein
contained to be kept and performed by Lessee, Lessee's heirs, personal
representatives, assigns and successors in interest, and upon the terms and
conditions herein contained, does hereby let, lease, and demise to Lessee the
following-described premises situated in Albuquerque in the County of Bernalillo
State of New Mexico, to-wit:
Lease space at 8301 Washington N. E., Albuquerque, N. M. 87113
containing approximately 2,360 s.f. of office warehouse space. Said space being
located in Suite 6.
Any provision herein to the contrary, notwithstanding, Lessor shall
perform all structural repairs to the roof and building, and Lessee shall
perform all other maintenance, repair and upkeep of the building in accordance
with the requirements of this Lease, excepting therefrom, wear and tear from
ordinary use and provide all supplies, light bulbs, ballasts, repair of broken
glass and janitorial service. Lessor shall maintain and service the HVAC,
plumbing equipment and electrical service at Lessor's expense, except for those
repairs resulting out of the negligent acts of the Lessee, its employees or
patrons.
Lessor and Lessee herein agree that Lessee will have the option to
renew this Lease for one year at a lease rate of $1,480.00 per month, provided
Lessee exercises Lessee's option to renew by January 1, 2002.
II. TERM OF LEASE
The term of this lease shall be for a period of twenty four (24)
(Months), beginning on the 1st of March, 2000, and ending on the 28th day of
February, 2002.
III. RENT.
Lessee, for and in consideration of this Lease and the demise of the
said premises by Lessor to Lessee, hereby agrees and covenants with Lessor to
pay as rent for the said premises, without notice or demand, the sum of Thirty
Three Thousand Six Hundred Dollars and No/00 ($ 33,600.00) in the following
manner, to-wit: Upon execution of this Lease the sum of $3,100.00 shall be due
and payable constituting $1,480.00 for the March 1, 2000 lease payment,
$1,480.00 for the February 1, 2002 lease payment and a $300.00 damage deposit to
be held by Lessor. Thereafter monthly lease payments of $1,400.00 shall be due
and payable on the first day of each succeeding month; the first such lease
payment being due on April 1, 2000 and the last such lease payment being due on
January 1, 2002.
Should Lessee not pay the lease payment on or before the 10th day of
the month, when the same shall become due, a late charge of 10% of the past due
lease payment shall be assessed Lessee. Within ten days following expiration of
this Lease Agreement, Lessor will refund the $300.00 damage deposit held by
Lessor, provided the Lease space at that time is in good condition, less normal
wear and tear.
All of the rent shall be paid by Lessee to Lessor on Lessor's order in
lawful money of the United States to Sycamore Associates, P. O. Box 90608,
Albuquerque, N. M., 87199-0608 or at such other place as Lessor may designate
from time to time for this purpose.
IV. USE OF PREMISES.
Lessee, for and in consideration of this Lease and the demise of the
said premises by Lessor to Lessee, hereby agrees and covenants with Lessor to
use and occupy the said premises for the purpose of office and warehouse space
for research and development of optic electronics and for no other purpose
without first obtaining the written consent of Lessor therefore; the Lessee
shall not use or occupy or permit the demised premises to be used or occupied,
or do or permit anything to he done in or on the demised premises, in a manner
which will make void or voidable any insurance then in force with respect
thereto, or which will make it impossible to obtain fire or other insurance
required to be furnished hereunder, or which will cause or be likely to cause
structural damage to the demised premises or any portion thereof, or which will
constitute a public or private nuisance. Further, the Lessee shall not use or
occupy or permit the demised premises to be used or occupied for any business,
purpose, or use deemed disreputable or extra-hazardous, or for any purpose or in
any manner which is in violation of any present or future municipal, state and
federal, ordinances, laws, rules and regulations.
Page 1
2
V. CONDITION OF PREMISES AND REPAIRS
Lessee, for and in consideration of this Lease and the demise of the
said premises, hereby agrees and covenants with Lessor that Lessee has examined
the said premises prior to the execution hereof, knows the condition thereof,
and acknowledges that Lessee has received the said demised premises in good
order and condition, and that no representation or warranty as to the condition
or repair of the said premises has been made by Lessor, and, at the expiration
of the term of this Lease, or any renewal or extension thereof, Lessee will
yield up peaceably the said premises to Lessor in as good order and condition as
when the same were entered upon by Lessee, loss by fire or inevitable accident,
damage by the elements, and reasonable use and wear excepted; that Lessee will
keep, at Lessee's own expense, the said premises in good order and repair during
the term of this Lease, or any extension or renewal thereof, and will repair and
replace promptly, at Lessee's own expense, any and all damage, including, but
not limited to, damage to roof, walls, floors and foundations, heating and
cooling units, plumbing, glass, sidewalks, and all other appurtenances, that may
occur from time to time; that Lessee hereby waives any and all right to have
such repairs or replacements made by Lessor or at Lessor's expense; and that, if
Lessee fails to make such repairs and replacements promptly, or, if such repairs
and replacements have not been made within fifteen (15) days after the
occurrence of damage, Lessor may, at Lessor's option, make such repairs and
replacements, and Lessee hereby agrees and covenants to repay the cost thereof
to Lessor on demand.
VI. LIABILITY OF LESSOR.
Lessee, for and in consideration of this Lease and the demise of the
said premises, hereby agrees and covenants with Lessor that Lessor shall not be
liable for any damage to persons or property arising from any cause whatsoever,
which shall occur in any manner in or about the said premises, and Lessee hereby
agrees to indemnify and save harmless Lessor from any and all claims and
liability for damage to persons or property arising from any cause whatsoever,
which shall occur in any manner in or about the said premises. Further, Lessee
hereby agrees and covenants with Lessor that Lessor shall not be liable for any
damage to the said demised premises, or to any part thereof, or to any property
or effects therein or thereon, caused by leakage from the roof of said premises
or by bursting, leakage, or overflowing of any waste pipes, water pipes, tanks,
drains, or stationary washstands, or by reason of any damage whatsoever caused
by water from any source whatsoever, and Lessee hereby agrees and covenants to
indemnify and save harmless Lessor from any and all claims and liability for any
damage to the said demised premises, or to any part thereof, or to any property
or effects therein or thereon. ** Unless caused due to the negligence of the
Lessor, its agents or employees.
VII. REQUIREMENTS OF PUBLIC AUTHORITY.
Lessee, for and in consideration of this Lease and the demise of the
said premises, hereby agrees and covenants with Lessor that during the term of
this Lease, Lessee shall, at it's own cost and expense, promptly observe and
comply with all present and future municipal, state and federal ordinances, laws
rules, and regulations affecting the demised premises or appurtenances thereto,
or any part thereof, whether the same are in force and effect at the time of the
commencement of the term of this Lease or may in the future be passed, enacted,
or directed, and Lessee shall pay all costs, expenses, liabilities, losses,
damages, fines, penalties, claims, and demands, including reasonable attorney's
fees, that may in any manner arise out of or be imposed because of the failure
of the Lessee to comply with the covenants and agreements of this paragraph VII.
Further, Lessee hereby agrees and covenants with Lessor that if Lessee fails to
comply promptly with any present or future municipal, state, and federal
ordinances, laws, rules, and regulations, or fails to comply by such time that
compliance may be required by law, Lessor may, at Lessor's option, take such
actions as may be necessary to comply with all present and future municipal,
state, and federal ordinances, laws, rules, and regulations, and Lessee hereby
agrees and covenants to repay the cost incurred by Lessor in taking such action
to Lessor on demand.
VIII. ALTERATIONS, ADDITIONS, AND IMPROVEMENTS.
Lessee, for and in consideration of this Lease and the demise of the
said premises, hereby agrees and covenants with Lessor that Lessee shall not
make, or suffer or permit to be made, any alterations, additions, or
improvements whatsoever in or about the said demised premises without first
obtaining the written consent of Lessor therefore; provided, however, that such
consent, if given, shall be subject to the express condition that any and all
alterations, additions, and improvements shall be done at Lessee's own expense
and in accordance and compliance with all applicable municipal, state, and
federal ordinances, laws, rules, and regulations, and that Lessee hereby
covenants and agrees with Lessor that in doing and performing such work Lessee
shall do and perform the same at Lessee's own expense, in conformity and
compliance with all applicable municipal, state, and federal ordinances, laws,
rules, and regulations, and that no liens of mechanics, materialmen, laborers,
architects, artisans, contractors, sub-contractors, or any other lien of any
kind whatsoever shall be created against or imposed upon the said demised
premises, or any part thereof, and that Lessee shall indemnify and save harmless
Lessor from any and all liability and claims for damages of every kind and
nature which might be made, or from judgments rendered against Lessor or against
said demised premises on account of or arising out of such alterations,
additions, or improvements.
IX. OWNERSHIP OF ALTERATIONS, ADDITIONS, AND IMPROVEMENTS.
Lessee, for and in consideration of this Lease and the demise of the
said premises, hereby agrees and covenants with Lessor that any and all
alterations, additions, and improvements, except signs, shelving, moveable
furniture and equipment not affixed to the roof, walls, or floors, made at
Lessee's own expense after having first obtained the written consent of Lessor
therefore, in accordance with the provisions contained in Paragraph VIII.
Hereof, whether or not attached to the roof, walls, or floors, foundations, or
the premises in any manner whatsoever, shall immediately merge and become a
permanent part of the realty, and any and all interest of the Lessee therein
shall immediately vest in Lessor, and all such alterations, additions, and
improvements shall remain on the said premises and shall not be removed by
Lessee at the termination of this Lease, the signs, shelving, moveable furniture
and equipment not affixed to the roof, walls, or floors, shall be removed by
Lessee at Lessee's expense on or before the termination of the Lease, and Lessee
shall repair any damage caused thereby at Lessee's own expense, such that the
premises shall be in as good order and condition as when the same were entered
upon by Lessee.
X. ASSIGNMENT AND SUBLETTING.
Lessee, for and in consideration of this Lease and the demise of the
said premises, hereby agrees and covenants with Lessor that neither Lessee nor
Lessee's heirs, personal representatives, assigns, or successors in interest
shall assign this Lease or sublet the said demised premises, in whole or in
part, without first obtaining the written consent of Lessor therefor: that no
assignment of this Lease or any subletting of the said demised premises, in
whole or in part, shall be valid, except by and with the written consent of
Lessor first obtained; that the consent of Lessor to any such assignment or
subletting shall not operate to discharge Lessee or Lessee's heirs, personal
representatives, assigns, or successors in interest from their liability upon
the agreements and covenants of this Lease, and Lessee, Lessee's personal
representatives, assigns, and successors in interest shall remain liable for the
full and complete performance of all the terms, conditions, covenants, and
agreements herein contained as principals and not as guarantors or sureties, to
the same extent as though no assignments or sublease had been made; that any
consent of Lessor to any such assignment or subletting shall not operate as a
consent to further assignment or subletting or as a waiver of this covenant and
agreement against assignment and subletting; and that the following any such
assignment or subletting, the assignee and/or sublettee shall be bound by all of
the terms, conditions, covenants, and agreements herein contained including the
covenant against assignment or subletting.
XI. UTILITY AND OTHER CHARGES.
Lessee, for and in consideration of this Lease and the demise of the
said premises, hereby agrees and covenants with Lessor to pay promptly all
utility and other charges of whatsoever kind and nature, including charges for
electrical, gas, telephone, and other services, which may be incurred in
connection with Lessee's use of said premises, and to indemnify and save
harmless Lessor therefrom. Lessor to pay domestic water, sewer and garbage
pickup of once a week.
XII. LESSOR'S RIGHT OF ENTRY AND TO MAKE ALTERATIONS, ADDITIONS, AND
IMPROVEMENTS.
Lessee, for and in consideration of this Lease and the demise of the
said premises, hereby agrees and covenants with Lessor that Lessor, able notice
to Lessee, to enter upon the said premises to inspect the same and to make any
and all improvements, alterations, and additions of any kind whatsoever upon the
said premises, providing such improvements, alterations, and additions are
reasonably necessary or convenient to the use to which the said premises are
being put at the time, but at no time shall Lessor be compelled or required to
make any improvements, alterations, or additions.
XIII. TAXES, OTHER ASSESSMENTS, AND INSURANCE.
Lessee and Lessor hereby covenant and agree that all taxes and special
and general assessments of whatsoever kind and nature extraordinary as well as
ordinary, which have been or may be levied upon the said demised premises and
upon any alterations, additions, and improvements thereon, shall be paid by
Lessor at the time when the same become due and payable, and that all taxes and
special and general assessments of whatsoever kind and nature, extraordinary as
well as ordinary, which have been or may be levied upon the personal property
located upon the said demised premises shall be paid by Lessee at the time when
the same shall become due and payable. Lessee, for and in consideration of this
Lease and the demise of the said premises, hereby agrees and covenants with
Lessor to carry and maintain in full force and effect during the term of this
Lease, and any extension or renewal thereof, at Leasee's expense, public
liability insurance covering bodily injury and proper damage liability, in a
form and with an insurance company acceptable to Lessor, with limits of coverage
of not less than $ 1,000,000.00 for each person and $ 1,000,000.00 in the
aggregate for bodily injury or death liability for each accident, and $
100,000.00 for property damage liability for each accident, for the benefit of
both Lessor and Lessee as protection against all liability claims arising from
the premises. Lessee hereby agrees and
Page 2
3
covenants with Lessor to deliver a copy of the insurance as soon thereafter as
practicable, and to give Lessor not less than ten (10) days written notice
informing Lessor of the expiration of any such policy. Fire and extended
coverage insurance upon all buildings, alterations, and improvements upon the
said premises shall be provided for as follows: by Lessor and fire and extended
coverage insurance upon all of the contents and other personal property situated
upon the said premises shall be provided for as follows by Lessee. It is
understood and agreed by and between the parties that a copy of each policy of
fire and extended coverage insurance shall be provided to the parties hereto at
the beginning of the term of this Lease, or as soon thereafter as practicable,
and that the party who is responsible for paying the premiums on each policy of
fire and extended coverage insurance shall give the other party not less than
ten (10) days written notice informing the other party of the expiration of any
such policy.
XIV. HOLDING OVER.
Lessee, for and in consideration of this Lease and the demise of the
said premises, agrees and covenants with Lessors that no holding over by Lessee
after the expiration of this Lease, or any renewal or extension thereof, whether
with or without the consent of Lessor, shall operate to extend or renew this
Lease, and that any such holdings over shall be construed as a tenancy from
month to month at the monthly rental which shall have been payable at the time
immediately prior to when such holding over shall have commenced, and such
tenancy shall be subject to all the terms, conditions, covenants, and agreements
of this Lease.
XV. BANKRUPTCY AND CONDEMNATION.
Lessee, for and in consideration of this Lease and the demise of the
said premises, hereby agrees and covenants with Lessor that should Lessee make
an assignment for the benefit of creditors or should be adjudged a bankrupt.
Either by voluntary or involuntary proceedings, or if otherwise a receiver or
trustee should be appointed by any court of competent jurisdiction for Lessee
because of any insolvency, or any execution, attachment, or replevin. Or other
court order should be issued against the Lessee or any Lessee's property,
whereby the demised premises or any building or buildings, or alterations,
additions, or improvements thereon, shall be taken or occupied or attempted to
be taken or occupied by someone other than the Lessee, the occurrence of any
such event shall be deemed a breach of this Lease, and, in such event, Lessor
shall have the option to forthwith terminate this Lease and to re-enter the said
demised premises and to take possession thereof, whereupon Lessee shall quit and
surrender peaceably the said demised premises to Lessor. In no event shall this
Lease be deemed an asset of Lessee after the assignment for the benefit of
creditors, the adjudication in bankruptcy, the appointment of a receiver or
trustee, or the issuance of a Writ of Execution, a Writ of Attachment, a Writ of
Replevin, or other court order against Lessee or Lessee's property whereby the
demised premises or any building or buildings, or alterations, additions, or
improvements thereon, shall be taken or occupied or attempted to be taken or
occupied by someone other than the Lessee. Further, Lessee hereby covenants and
agrees with Lessor that in the event the said demised premises, or any part
thereof, shall be taken for any public or quasi-public use under any statute or
by right of eminent domain, this Lease shall automatically terminate, as to the
part so taken, as of the date possession shall have been taken, and the rent
reserved shall be adjusted so that Lessee shall be required to pay for the
remainder of the term that portion of the rent reserved in the proportion that
the said demised premises remaining after the taking for public or quasi-public
use bears to the whole of the said demised premises before the taking for public
or quasi-public use. All damages and payments resulting from the taking for
public or quasi-public use of the said demised premises shall accrue to and
belong to Lessor, and Lessee shall have no right to any part thereof.
XVI. DESTRUCTION.
Lessee, for and in consideration of this Lease and the demise of the
said premises, agrees and covenants with Lessor that if at any time during the
term of this Lease, or any extension or renewal thereof, the said demised
premises shall be totally or partially destroyed by fire, flood, earthquake, or
other calamity, then Lessor shall have the option to rebuild or repair the
building or buildings, and any alterations, additions, or improvements on the
demised premises, in as good condition as they were immediately prior to such
calamity; provided, however, that such rebuilding or repair shall be commenced
within a period of thirty days after notice in writing to Lessor of such
destruction or damage. In such case, a just and proportionate part of the rental
herein specified shall be abated until such demised premises shall have been
rebuilt and repaired. In case, however, Lessor shall within thirty days
following notice in writing to him of such damage elect not to rebuild or repair
said premises, Lessor shall notify Lessee and, thereupon, this Lease shall
terminate and become null and void. Moreover, in no event, shall Lessor have any
duty or obligation to rebuild or repair any signs, shelving, moveable furniture,
equipment not affixed to the roof, walls, or floors as a permanent part of the
realty, or any other personal property owned or leased by the Lessee and used to
carry out the purpose for which Lessee is leasing the demised premises.
XVII. SIGNS
Lessor and Lessee covenant and agree that Lessee may at Lessee's own
expense erect and maintain a sign or signs to carry out the purpose for which
Lessee is leasing the said demised premises; provided, however, the location,
type and design of all exterior signs shall be first approved in writing by
Lessor. Upon the expiration of this Lease, or any renewal or extension thereof,
Lessee shall remove such sign or signs and shall repair any damage to the
premises caused thereby at Lessee's own expense. Further, at any time within
thirty days prior to the termination of this Lease, or any renewal or extension
thereof, Lessor shall have the right to place upon any part of said demised
premises any "For Rent" or "For Lease" signs that Lessor may select.
XVIII. TERMINATION AND REMEDIES.
It is expressly understood and agreed between the parties hereto, that
if the rent above reserved, or any part thereof, shall be in arrears or unpaid
on the day of payment whereon the same ought to be paid as aforesaid, or if
default shall be made in any of the covenants or agreements herein contained to
be kept by Lessee, Lessee's heirs, personal representatives, assigns, and
successors in interest, it shall and may be lawful for the Lessor, Lessor's
heirs, personal representatives, agents, attorneys, assigns, or successors in
interest, at Lessor's election, to declare said term ended and to re-enter the
said premises, or any part thereof, either with or without process of law, and
to expel, remove, and to put out the Lessee, or any other person or persons
occupying the demised premises, using such force as may be necessary in so
doing, and to repossess and enjoy the same premises again as in its first and
former state, and to distrain for any rent that may be due thereon any property
belonging to Lessee, whether or not the same be exempt from execution and
distress by law, and Lessee in that case hereby waives any and all legal rights
which Lessee now has or may have, to hold or retain any such property under any
exemption laws now or hereafter in force in the State of New Mexico, or in any
other way. It is the intent of the parties hereto to hereby recognize in Lessor,
Lessor's heirs, personal representatives, assigns or successors in interest, a
valid first lien as provided by the laws of New Mexico, upon any and all goods,
chattels, and other property belonging to Lessee and located in said premises,
as security for the payment of said rent and fulfillment of the faithful
performance of the agreements, covenants, terms, and conditions hereof as herein
provided, anything hereinbefore mentioned to the contrary notwithstanding. And
if at any time said term shall be ended at such election of Lessor, Lessor's
heirs, personal representatives, assigns, or successors in interest, as
aforesaid, or in any other way, Lessee, Lessee' heirs, personal representatives,
assigns, or successors in interest, do hereby covenant and agree to surrender
and deliver up the above-described premises and property peaceably to Lessor,
Lessor's heirs, personal representatives, assigns, or successors in interest,
immediately upon the termination of said term as aforesaid, and if Lessee shall
remain in possession of the same ten (10) days after ,notice of such default, or
after the termination of the Lease in any or the ways above named, Lessee shall
be deemed guilty of a forcible detained of said premises under the laws of New
Mexico and shall be subject to all the conditions and provisions above named,
and shall also be subject to eviction and removal forcible or otherwise, with or
without process of law as above stated. Further, it is covenanted and agreed by
and between the parties hereto that at any time after any such termination, the
Lessor may relet the demised premises, or any part thereof, in the name of the
Lessor or otherwise, for such term and on such conditions as the Lessor, in
Lessor's sole and absolute discretion, may determine, and may collect and
receive the rent therefor. Moreover, in the event Lessor relets the demised
premises, or any part thereof, it is explicitly understood and agreed by and
between the parties hereto that the term may be greater or lesser than the
period which would otherwise have constituted the balance of the term of this
Lease, and the conditions may include free rent of other concessions which may
be reasonably required to induce another party to lease the demised premises.
Notwithstanding anything herein to the contrary, the Lessor shall have no
obligation hereunder to relet the demised premises, or any part thereof, and
shall in no way be responsible or liable for any failure to collect any rent due
upon such reletting. It is also covenanted and agreed by and between the parties
hereto that no such termination of this Lease shall relieve the Lessee of its
liabilities and obligations under this Lease, and such liabilities and
obligations shall survive any such termination. In the event of any such
termination, whether or not the demised premises, or any part thereof, shall
have been relet, the total remaining balance of the rent which would be due and
payable for the remainder of there term of this Lease, if this Lease were still
in effect, less the net proceeds of any reletting effected pursuant to the
Lessor's sole discretion, after deducting from the net proceeds all of the
Lessor's expenses in connection with such reletting, including, without
limitation, all repossessions costs, brokerage commissions, legal expenses,
reasonable attorney's fees, alteration costs, and expenses of preparation for
such reletting, shall become immediately due and payable, as for liquidated
damages of the Lessee's default. Nothing herein contained, however, shall limit
or prejudice the right of Lessor to prove for and obtain as liquidated damages
by reason of such termination, an amount equal to the maximum allowed by any
statute or rule of law in effect at the time when, and governing the proceedings
in which, such damages are to be proved, whether or not such amount be greater
than, equal to, or less than the amount of the difference referred to above, and
whether or not such amount shall be immediately or otherwise due and payable.
Further, it is covenanted and agreed to by and between the parties hereto, that
in addition to other remedies provided for in this Lease, the Lessor shall be
entitled to restraint by injunction of the violation, or attempted or threatened
violation, of any agreement or covenant of this Lease, or to a decree
specifically compelling performance of any such agreement or covenant. The
Lessee, the Lessee's heirs, personal representatives, assigns and successors in
interest, hereby expressly waives, so far as permitted by law, the service of
any notice of intention to re-enter provided for in any statute, or of the
institution of legal proceedings to that end. Lessee, the Lessee's heirs,
personal representatives, assigns, and successors in interest, also
Page 3
4
hereby expressly waives any right or redemption or re-entry or repossession
or to restore the operation of this Lease case the Lessee shall be disposed by a
judgment or by a warrant of any court or judge or in case of re-entry or
repossession by the Lessor. It is further covenanted and agreed by and between
the parties hereto, that the Lessee shall pay and discharge all costs,
reasonable attorney's fees, and expenses incurred by Lessor, lessor's heirs,
personal representatives, assigns, or successors in interest, in enforcing the
covenants of this Lease, or incurred by Lessor in pursuing any or all remedies
which are or may be available hereunder or allowed at law or in equity, or
incurred by Lessor in connection with reletting the demised premises.
XIX. LESSOR'S REMEDIES ARE CUMULATIVE.
The specified remedies to which the Lessor may resort under the terms
of this Lease are cumulative and are not intended to be exclusive of any other
remedies or means of redress to which the Lessor may be lawfully entitled in
case of any breach or threatened breach by the Lessee of any of the agreements
and covenants herein contained.
XX. WAIVERS.
Lessee, for and in consideration of this Lease and the demise of the
said premises, agrees and covenants with Lessor that the delay or omission in
the enforcement of any of the agreements and covenants herein contained, or in
the exercise of any Lessor's rights hereunder, shall not affect the duty of the
Lessee to thereafter faithfully fulfill and perform all of the agreements and
covenants herein contained, and that the failure, neglect, or omission of Lessor
to terminate this Lease for any one or more breaches of any agreements and
covenants hereof, shall not be deemed a consent by Lessor of such breach and
shall not impede, impair, stop, bar, or prevent Lessor from thereafter
terminating this Lease, either for such violation, or for prior or subsequent
violations of any covenant or agreement hereof.
XXI. BINDING ON HEIRS, PERSONAL REPRESENTATIVES, ASSIGNS, AND SUCCESSORS IN
INTEREST.
It is understood and agreed by and between the parties hereto that the
agreements, covenants, terms, conditions, provisions, and undertakings in this
Lease, or in any extension or renewal thereof, shall extend to and be binding
upon the heirs, personal representatives, assigns, and successors in interest of
the respective parties hereto, as if they were in every case named and
expressed, and shall be construed as covenants running with the land; and
wherever reference is made to either of the parties hereto, it shall be held to
and include and apply also to the heirs, personal representatives, successors,
and assigns of such party, as if in each and every case so expressed.
XXII. ADDRESSES FOR NOTICES.
Any and all notices required or permitted to be given hereunder shall
be considered to have been given if in writing and delivered to the respective
party designated below upon the date of such personal delivery, or upon a date
three (3) days following the mailing of any such notice by certified or
registered mail, return receipt requested, addressed to the respective party at
the respective address set forth below, or at such other address as either party
may furnish the other for this purpose by written notification delivered or
mailed to the other as herein provided:
NOTICES TO LESSOR: as per page 1. NOTICES TO LESSEE: As per page 1.
XXIII. DECLARATION OF CONTRACTUAL LIABILITY.
If there is more than one party Lessee, the covenants and agreements of
the Lessee shall be joint and several obligations of each such party.
XXIV. GRAMMATICAL USAGE.
In construing this Lease, feminine or neuter pronouns shall be
substituted for those masculine in form and vice versa, and plural terms shall
be substituted for singular and singular for plural in any place in which the
context so requires.
XXV. COVENANT TO EXECUTE ADDITIONAL INSTRUMENTS.
The parties hereto hereby agree to execute and deliver any instruments
in writing necessary to carry out any agreement, covenant, term, condition, or
assurance in this Lease whenever an occasion shall arise and request for such
instrument shall be made.
XXVI. SEVERABILITY.
If any provision of this Lease, or any application thereof, shall be
declared invalid or unenforceable by any court of competent jurisdiction, the
remainder of this Lease, and any other application of such provision, shall
continue in full force and effect.
XXVII. CAPTIONS.
The section headings are for convenience of reference only and shall
not otherwise affect the meaning hereof.
XXVIII. GOVERNING LAW.
This Lease shall be governed by and construed in accordance with the
laws of the State of New Mexico.
XXIX. AMENDMENTS.
It is understood and agreed by and between the parties hereto that this
Lease shall not be altered, changed, or amended except by instrument in writing
executed by the parties hereto.
IN WITNESS WHEREOF, the parties hereto have hereunto set their hands
the day year first above written.
JMP Company, Inc., Advanced Optics Electronics, Inc.,
a New Mexico corporation a Nevada corporation
Lessor Lessee
By /S/ JOEL A. BACA By /S/ LESLIE S. ROBINS
----------------------------- -----------------------------------
Joel A. Baca, President Leslie S. Robins,
Executive Vice President
ACKNOWLEDGEMENTS
A. For a corporation or incorporated association.
STATE OF NEW MEXICO } ss
COUNTY OF Bernalillo
This instrument was acknowledged before me March 10, 2000.
on:
by Joel A. Baca, Treasurer of JMP Company,
Inc., a New Mexico corporation
------------------------------------------------------------------
[(NAME (S) OF PERSON(S) ]
/S/ MICHAEL D. LEACH
-----------------------------------
(Notary Public)
My commission expires: 11-5-02
(Seal)
B. For a corporation or incorporated association.
STATE OF NEW MEXICO } ss [S E A L]
COUNTY OF Bernalillo
This instrument was acknowledged before me January 6, 1999.
on:
(DATE)
by Leslie S. Robins, Executive VP of
(NAME OF OFFICER) (TITLE OF OFFICER)
Advanced Optics Electronics, Inc. a Nevada corporation, on behalf of
the corporation
(NAME OF CORPORATION ACKNOWLEDGING) (STATE OF INCORPORATION)
/S/ VERRITY GERSHIN
-----------------------------------
(Notary Public)
My commission expires: 5-14-02
(Seal)
Page 4