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Document Preview Office Building Sublease |
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Title: |
Office Building Sublease |
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Entities: |
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Date: |
2002 |
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Size: |
Preview shows 8KB of 54KB total |
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Price: |
$46 |
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ID: |
#1228506 |
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This Office Building Sublease ("Sublease") is made as of October 16, 2001, by and between Cooley Godward LLP, a California limited liability partnership ("Sublandlord"), and Iomega Corporation, a Delaware corporation ("Subtenant"), with regard to the following facts.
Recitals
A. Sublandlord is the tenant under that certain Office Building Lease dated June 22, 2000 (the "Original Lease"), by and between Frazee East Property Partners, L.P., a California limited partnership ("Master Landlord"), and Sublandlord, as amended by a First Amendment dated December 18, 2000 (the "First Amendment") and a Second Amendment dated June 26, 2001 (the "Second Amendment"). The Original Lease, the First Amendment and Second Amendment are collectively referred to as the "Master Lease." A copy of the Master Lease is attached hereto as Exhibit A. Pursuant to the Master Lease, Sublandlord is currently leasing approximately 137,624 Rentable Square Feet of office space on the third (3rd) and fourth (4th), floors of the building located at 4435 Eastgate Mall ("Building 3") and all four (4) floors in the building located at 4401 Eastgate Mall ("Building 4"), San Diego, California (collectively, the "Master Premises"). All initially capitalized terms not otherwise defined herein shall have the same meanings as set forth in the Master Lease.
B. Subtenant desires to sublease the entire Rentable Square Footage on the third (3rd) floor of Building 3 (the "Subleased Premises") from Sublandlord, and Sublandlord desires to sublease the Subleased Premises to Subtenant, upon the terms, covenants and conditions herein set forth.
In consideration of the mutual covenants contained herein, the sufficiency of which is hereby acknowledged, the parties hereto agree as follows.
1. Sublease. Sublandlord hereby subleases and demises to Subtenant, and Subtenant hereby hires and takes from Sublandlord, the Subleased Premises upon the terms, covenants and conditions set forth herein.
2. Term.
2.1 Initial Term. The initial term of this Sublease (the "Initial Term") will commence on the date (the "Commencement Date") that is the earlier to occur of (i) the date Subtenant commences business operations in any portion of the Subleased Premises, or (ii) thirty (30) days after full execution of this Sublease and receipt of Master Landlord's consent hereto, and will end (unless sooner terminated as provided in the Master Lease, or extended as provided in Section 2.2 below) on the date that is fifteen (15) months after the Commencement Date. Subtenant may access the Subleased Premises after full execution of this Sublease and receipt of Master Landlord's consent hereto and prior to the Commencement Date for the purposes of installing cabling, furniture, fixtures and equipment, provided that Subtenant shall comply with all other provisions of this Sublease (other than the payment of rent).
2.2 Option Term. Sublandlord grants to the original Subtenant named in this Sublease ("Original Subtenant") two (2) options to extend the term of this Sublease (each, an "Extension Option") for a period of six (6) months each (each, an "Option Term"). The first Extension Option may only be exercisable by written notice ("Option Notice") delivered by Subtenant to Sublandlord at least 120 days prior to the expiration of the Initial Term, and the second Extension Option may only be exercisable by an Option Notice delivered by Subtenant to Sublandlord at least 90 days prior to the expiration of first Option Term; provided, however, Subtenant may not exercise an Extension Option if an Event of Default under this Sublease exists as of the delivery of an Option Notice and further provided that the second Extension Option may only be exercised if the first
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Extension Option was exercised. Each Extension Option is personal to the Original Subtenant and any Affiliate assignee of the Original Subtenant and may only be exercised by the Original Subtenant or such Affiliate assignee (and not any non-Affiliate assignee, sublessee or other transferee of the Original Subtenant) if the Original Subtenant or such Affiliate assignee occupies the entire Subleased Premises as of the delivery of the Option Notice. If Subtenant timely and promptly exercises the Extension Option, the term of this Sublease shall be extended for the Option Term upon all of the terms and conditions set forth in this Sublease.
For purposes of this Sublease, an "Affiliate" is (a) any person(s) or entity who controls, is controlled by or is under common control with Subtenant, (b) any entity resulting from the merger, consolidation or other reorganization with Subtenant, whether or not Subtenant is a surviving entity or (c) any person or legal entity which acquires all or substantially all of the assets or stock of Subtenant. For purposes of this paragraph, "control" means possession, directly or indirectly, of the power to direct or cause the direction of the management, affairs and policies of anyone, whether through the ownership of voting securities, by contract or otherwise.
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