HomeMy WebLinkAbout01-06665
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IN THE COURT OF COMMON PLEAS
OF CUMBERLAND COUNTY,
PENNSYLVANIA
SZELES REAL ESTATE DEVELOPMENT
COMPANY, L.P.,
CIVIL ACTION - LAW
vs.
ARBROS COMMUNICATIONS. INC.,
Defendant
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NOTICE
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TO DEFENDANT NAMED HEREIN:
YOU HAVE BEEN SUED IN COURT. IF YOU WISH TO DEFEND AGAINST THE CLAIMS
SET FORTH IN THE FOLLOWING PAGES, YOU MUST TAKE ACTION WITHIN TWENTY
(20) DAYS AFTER THIS COMPLAINT AND NOTICE ARE SERVED, BY ENTERING A
WRITTEN APPEARANCE PERSONALLY OR BY ATTORNEY AND FILING IN WRITING WITH
THE COURT YOUR DEFENSES OR OBJECTIONS TO THE CLAIMS SET FORTH AGAINST
YOU. YOU ARE WARNED THAT IF YOU FAIL TO DO SO, THE CASE MAY PROCEED
WITHOUT YOU, AND A JUDGMENT MAY BE ENTERED AGAINST YOU BY THE COURT
WITHOUT FURTHER NOTICE FOR ANY MONEY CLAIMED IN THE COMPLAINT OR FOR
ANY OTHER CLAIM OR RELIEF REQUESTED BY THE PLAINTIFF. YOU MAY LOSE MONEY
OR PROPERTY OR OTHER RIGHTS IMPORTANT TO YOU.
YOU SHOULD TAKE THIS PAPER TO YOUR LAWYER AT ONCE. IF YOU DO NOT
HAVE A LAWYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE THE OFFICE SET
FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP.
CUMBERLAND COUNTY BAR ASSOCIATION
2 LIBERTY AVENUE
CARLISLE, PENNSYLVANIA 17013
TELEPHONE: (717) 249-3166
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SZELES REAL ESTATE DEVELOPMENT
COMPANY, L.P.,
Plaintiff
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IN THE COURT OF COMMON
PLEAS OF CUMBERLAND
COUNTY, PENNSYLVANIA
vs.
CIVIL ACTION - LAW
NO. OJ- {. (, (, <;' ~ ~/:-
ARBROS COMMUNICATIONS, INC.,
Defendant
COMPLAINT
AND NOW comes the above-named Plaintiff, by his attorney, Samuel L. Andes, and
makes the following Cornplaint against the Defendant:
1. The Plaintiff is Sze1es Real Estate Development Company, L.P., a limited
partnership which maintains its offices at 5112 Lancaster Street in Harrisburg,
Pennsylvania, 17111.
2. The Defendant is Arbros Communications, Inc., a corporation which Plaintiff
believes is organized under the laws of the State of Maryland, and which maintains offices
at 1100 Wayne Avenue, 8th Floor, in Silver Spring, Maryland, 20910.
3. At all times relevant to this action, Plaintiff has been, and continues to be, the
owner of a commercial office building at 4999 Louise Drive in Mechanicsburg, Cumberland
County, Pennsylvania, known as the "Rossmoyne Corporate Center."
4. By a lease dated in February of 2001, and executed by the Plaintiff on 19 February
2001 and the Defendant on 13 February 2001, Plaintiff leased to Defendant office space
within the Rossmoyne Corporate Center which consisted of 2,706 usable square feet, or
3,112 rentable square feet, for which the Defendant agreed to pay annual rent of $54,460.00,
with escalations as provided in the lease, for a term of 60 months. Attached hereto and
marked as Exhibit A is a copy of the said lease.
5. After the execution of the lease, the parties amended it by two separate
amendments which are:
A. Amendment No.1 extended to the Defendant a limited and conditional
right to the early termination of the lease, provided that Defendant was in full
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compliance with the lease and satisfied certain other conditions, none of which have
been satisfied as of this date. Attached hereto and marked as Exhibit B is a copy of
Amendment NO.1.
B. Amendment No.2 modified the commencement date for the lease to 15
April 2001. A copy of Amendment No.2 is attached hereto and marked as Exhibit C.
6. Plaintiff has well and truly performed all of its obligations under the lease.
7. Defendant has breached its obligations under the lease and violated the said
lease. Specifically, Defendant has failed to make the rental payments due for the rnonths of
October 2001, and all subsequent months and have failed to make payment of late
payments and other fees due in accordance with the lease.
8. Because of Defendant's breach of the lease and default of its obligations under the
lease, Plaintiff is entitled, pursuant to Paragraph 34 of the lease, to accelerate the rent due
for the unexpired term of the lease and to collect such rent from Defendant.
9. Because of Defendant's breach of the lease, and in accordance with Paragraph 34
of the lease, Defendant owns to Plaintiff, and Plaintiff is entitled to have and receive from
Defendant, damages for such breach as follows:
A. Rent due for the balance of the first year of the lease term
(six months) $27,230.00
B. Late charges due for the month of October 2001 $226.92
C. Rent for second year of lease (with 3% escalation in accordance
with Paragraph 27 of lease) $56,093.80
D. Rent for third year of lease (with 3% escalation in accordance
with Paragraph 27 of lease) $57,776.61
E. Rent for forth year of lease (with 3% escalation ion accordance
with Paragraph 27 of lease)
F. Final year of lease (with 3% escalation in accordance with
Paragraph 27 oflease)
Total Due
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$59,509.91
$61,295.21
$262,132.45
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10. Defendants, by their breach of the lease, have injured Plaintiff in the amount of
$262,132.45, plus interest after 31 October 2001, plus the costs of suit.
WHEREFORE, Plaintiff demands judgment against Defendant in the amount of
$262,132.45, plus interest from and after 31 October 2001, plus costs of suit.
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Samuel L. Andes
Attorney for Plaintiff
Supreme Court ID # 17225
525 North 12th Street
Lemoyne, Pa 17043
(717) 761-5361
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VERIFICATION
I verify that the statements made in this Complaint are true and correct. I
understand that any false statements in this Complaint are subject to the penalties of 18 Pa.
C.S. 4904 (unsworn falsification to authorities).
Date:
71 j 11/01
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STANDARD OFFICI!; LEASE'
THIS LEASE is made between Landlord and Tenant named below.
1. THE PARTIES.
(a) The name and address of Landlord is:
Szeles Real Estate Development Company, L.P.
5112 Lancaster Street
Harrisburg, P A 17111
(b) The name and address of Ten ant is:
Arbros Communications, lnc.
1100 Wayne Avenue, 8th Floor
Silver Spring, MD 20910
2. BUILDING AND PREMISES.
(a) The name and address of the Building in which the premises will
be located is: Rossmoyne Corporate Center
4999 Louise Drive
Mechanicsburg, PA 17055
(b) The premises covered by this Lease are described as follows:
1st Floor: 2,706 usable square feet or 3,112 rentable square feet.
3. RELOCATION OF PREMISES.
(a) Landlord may, at its option, before or after the Commencement Date, elect by
written notice ("Relocation Notice") to Tenant to substitute for the Premises
other office space as designated by Landlord in the Building ("Substitute
Premises"), provided that the Substitute Premises contains at least the same
usable square foot area as the Premises [and has a configuration substantially
similar to that of the Premises]. [The Relocation Notice shall be accompanied
by a plan of the Substitute Premises, and such notice or the plan shall set forth
the usable square foot area of the Substitute Premises.] Tenant shall vacate
and surrender the Premises and shall occupy the Substitute Premises promptly
(and, in any event, not later than thirty (30) days after the later of (i) Landlord
has substantially completed the work to be perf0n11ed by Landlord in
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the Substitute Premises, if any, pursuant to Patagraph 3(b) or (ii) the date of
the Relocation Notice. Tenant shall pay the lessor of the same square foot
rental or no more than 10% more than the then current rental on the
Additional Rent and all other charges with respect to the Substitute Premises as
were payable with respect to the Premises.
(b) Tenant shall not be entitled to any compensation for any inconvenience or
interference with Tenant's business nor to any abatement or reduction of Rent,
Additional Rent or any other charges due under the Lease [,but Landlord shall,
at Landlord's expense, do the following: (i) furnish and install in the Substitute
Premises fixtures, equipment, improvements and appurtenances at least equal
in kind and quality to those contained in the Premises as of the date of the
Relocation Notice; (ii) promptly reimburse Tenant for Tenant's actual and
reasonable out-of-pocket costs incurred by Tenant in connection with the
relocation from the Premises to the Substitute Premises, including such costs
as relocation of any telephone or other communications equipment, changes to
stationery, etc.]. Tenant agrees to cooperate with Landlord so as to facilitate
[the prompt completion by Landlord of its obligations, if any, under this
Paragraph 3 and] the prompt surrender by Tenant ofthe Premises. Without
limiting the generality of the preceding sentence, Tenant agrees (i) to provide
to Landlord promptly any approvals or instructi9ns and any plans and
specifications or any other information reasonably requested by Landlord and
(ii) to promptly perform in the Substitute Premises any work to be performed
therein by Tenant to prepare the same for Tenant's occupancy.
(c) From and after the date that Tenant shall vacate and surrender the Premises to
Landlord, this Lease (i) shall no longer apply to the Premises, except with
respect to obligations which accrued on or prior to such date and (ii) shall
apply to the Substitute Premises as if the Substitute Premises had been the
space originally demised under this Lease.
4. TERM. The term of this Lease begins on the later of 60 days following Tenant
receipt ofa fully executed Lease document or upon the substantial completion of
tenant improvements. The term of this Lease ends sixty months after the Lease
begins.
5. RENT. The yearly rent is $54,460.00 payable without demand, set-off or
counterclaim in equal monthly installments of$4,538.33, subject to adjustment as
provided in Paragraphs 26 and 27. Rent, Additional Rent, and all other charges are
due on the first of each month.
(a) In the event Landlord receives rent payment five (5) days after due date, Landlord
shall be entitled to assess and collect, as additional rent, a late charge of 5% of
such monthly installment and an additional 5% for each and every month the
balance remains unpaid.
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6. LEASING CLAUSE. Landlord is the owner bfthe Building and has full
rights and authority to make this Lease. Landlord hereby leases the Premises
to Tenant in accordance with the provisions ofthis Lease. Tenant hereby
accepts this Lease.
7. NOTICES. A requirement in this Lease that notice be given shall be satisfied
by actual notice in writing: if to Landlord, at the address shown in Paragraph 1;
and if to Tenant, by delivery to Tenant at the Premises with a copy mailed to
Tenant at the address shown in Paragraph I, Attention: Facilities Manager.
8. ENTIRE AGREEMENT. This Lease constitutes the entire agreement between
the parties and may be amended only by written agreement of the parties. No
agreement will be binding upon Tenant unless signed by its President, a Vice
President, or a Secretary of the corporation.
9. SUCCESSOR AND ASSIGNS. This Lease is for the benefit of and is binding
upon the parties hereto and their respective heirs, executors, administrators,
successors and assigns.
10. OCCUPANCY LEVEL. The systems in this building are designed to
accommodate up to one employee for every 100 square feet of office space. The
Tenant agrees to limit the density of occupants within the suite to no more than one (1)
person for every 100 square feet occupied. If at anytime during this Lease Tenant
exceeds this ratio, it is the Tenant's sole financial responsibility to make any
modifications within the suite necessary to insure the suite meets all applicable
federal, state, and local codes.
11. ASSIGNMENT. Tenant will not assign this Lease or sublet the Premises or
any part thereof, except to a subsidiary or affiliate of Tenant, without the prior
written consent of Landlord, but such consent shall not be unreasonably
withheld or delayed. An assignment or subletting will not release Tenant from
Liability under this Lease. Upon any assignment or subletting of the Premises,
Tenant shall immediately provide Landlord with a true and correct copy of the
assignment or subletting agreement.
12. ENJOYMENT OF PREMISES. Landlord covenants that Tenant will be
entitled to peaceful and quiet enjoyment of the Premises during the term of this
Lease. Landlord will maintain the character of the Building as a first-class
office building.
13. INSPECTION AND REPAIR OF PREMISES. Landlord shall inspect and repair the
Premises at reasonable times with the consent of Tenant, which consent shall not be
unreasonably withheld or delayed. Landlord may make emergency repairs without
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Ten~nt's co~sent. In making any repairs to the Premises, Landlord will take
reasonable measures to protect Tenant's property and personnel from loss and injury
and to avoid disrupting Tenant's regular business routine. Landlord may show the
Premises to prospective lessees at reasonable times during the last six (6) months of
the term.
14. DAMAGE TO PREMISES. If the Premises or Building are for any reason so
damaged as to become totally or substantially untenantable, Landlord or Tenant may
thereupon, by written notice to the other within thirty (30) days of the date ofthe
damage, end the term of this Lease effective as of the date of the damage. If the term is
not so ended or if the Premises or Building are for any reason damaged to a lesser
extent, Landlord will promptly restore the Premises or Building to its previous
condition. In the latter case, a just proportion of the rent, according to the extent that
the Premises or Building are untenantable, will abate until the restoration is fully
completed.
15. EMINENT DOMAIN. If the Premises or Building, or any part of either, is taken by the
right of eminent domain, which such taking renders the Tenant premises untenantable,
Tenant may thereupon end the term of this Lease, effective as of the date of such
taking. If the term is not so ended, ajust proportion of the rent will abate, according to
the extent the Premises are untenantable.
16. TENANT'S OBLIGATIONS.
(a) Tenant will conduct its business in a quiet, lawful and orderly manner and in such
a way that will not interfere with or be disruptive to other Tenants in the building.
(b) Tenant will pay the rent on the first day of each month to Landlord or to
whomever Landlord may from time to time name in writing.
(c) At the end of the term, Tenant will remove its property from the Premises and will
surrender the Premises to the Landlord without further notice and in as good a
condition as when entered by Tenant, except for loss or damage resulting from
hostile or warlike action in time of peace or war, unavoidable accident, ordinary
wear and tear, or perils covered by the standard fom1s of fire and extended
coverage insurance policies.
17. LANDLORD'S OBLlGA nONS.
(a) Landlord will deliver the Premises to Tenant on the occupancy date in good
condition.
(b) Landlord. will carry standard fire and extended coverage insurance policies on the
Building and Premises.
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(c) :Landlord will maintain the Building, the Premises, and any parking lot, Building
grounds or appurtenant structures without cost to Tenant in a first-rate manner.
(d) Landlord will furnish the following facilities, maintenance and services without
cost to Tenant with first-rate materials and in a first-rate manner:
(1) Electricity for lighting and customary office machinery.
(2) Elevator services.
(3) Such repainting as is necessary to maintain Premises in first-class condition.
(4) Sufficient heat, air conditioning and fresh air supply to keep the Premises
comfortable for office use throughout Tenant's regular business hours.
Landlord hereby agrees .that the lighting, heating, air conditioning and
ventilation systems of the building will be operational Monday through
Friday, from 7:30 A.M. to 6:00 P.M. and 8:00 A.M. to 1:00 P.M. Saturdays
to provide the above-mentioned comfortable office environment (climate
control). Overtime, i.e., other than during the hours specified above, usage of
HV AC and lighting in the office building will be monitored by the
computerized mechanical systems. This overtime usage will be billed at a
rate of$7.50 per hour per 1500 square feet. Not withstanding the foregoing
the Tenant shall have access to the Building and Premises 24 hours per day, 7
days per week, 365 days per year.
(5) Adequate toilet facilities, hot and cold water, and sewage disposal.
(6) Refrigerated drinking water.
(7) Complete janitor service, including the following:
Dailv (except Saturdays, Sundays and holidays): Vacuum floors in Premises
and all Building areas used by Tenant; dust furniture, equipment, woodwork,
etc. in Premises; clean ashtrays and empty wastebaskets; and wash all
fixtures and floors in toilet rooms.
Monthlv: Wash vinyl tile floors, inside window surfaces, and partition glass.
Semi-annuallv: Wash exterior window surfaces.
Annually: Wash lighting fixtures and lamps.
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As necessary: Replace fluorescent lamps and ballast. Wash walls, ceilings, ,
partitions and venetian blinds, clean draperies. Spot clean and shampoo
carpet; provided, however, that the frequency of washing ofthe walls,
ceilings, partitions and venetian blinds, and cleaning and shampooing the'
carpet shall not be any greater than quarterly.
18. ELECTRICITY EXPENSE. Landlord agrees to pay all electric costs for the facility
up to $2.00 per rentable square foot. Any cost over this amount will be billed to the
Tenant on a pro rata basis. This facility is 58,000 rentable square feet. Tenant's
proportionate share of this facility is 5.36%.
19. LIABILITY AND INDEMNITY.
(a) Tenant shall store its property in and shall occupy the Premises at its own risk
and releases Landlord to the full extent permitted by law from all claims of
every kind resulting in loss of life, personal or bodily injury or property
damage.
(b) Landlord shall not be responsible or liable at any time for any loss or damage
to the Tenant's equipment, fixtures, merchandise or other personal property of
Tenant or Tenant's business.
(c) To the extent covered by Tenant insurance required per this Lease and subject
to the terms outlined in Paragraph 21, Landlord shall not be responsible or
liable to Tenant or those claiming by, through or under Tenant for any loss or
damage to either the person or property of Tenant that may be occasioned by
or through the acts or omissions of persons occupying adjacent, or adjoining
Premises. .
(d) To the extent covered by Tenant insurance required per this Lease and subject
to the terms outlined in Paragraph 21 Landlord shall not be responsible or
liable for any defect, latent or otherwise in the Premises or in the building or
any of the equipment, machinery, utilities, appliances or apparatus therein.
(e) Tenant shall indemnify Landlord and save it harmless from suits, actions,
damages, liability and expense (including reasonable attorney's fees) in
connection with loss of life, bodily or personal injury or property damage
arising from or out of any occurrence in, upon or at the Premises or the
occupancy or use by Tenant of the Premises or any part thereof, or occasioned
wholly or in part by any act or omission of Ten ant, its agents, contractors,
employees, servants, invitees or licensees. Tenant shall, at its own cost and
expense, defend any and all suits or actions (just or unjust) which may be
brought against Landlord or in which Landlord may be impleaded with others
upon any such above mentioned matter, claim or claims.
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(f) Tenant agrees tobe responsible for any damage'to the property of Landlord
which may result from any use of the Premises or any act done thereon by the
Tenant or any person coming or being therein by the license or permission of
the Tenant express or implied.
(g) Tenant shall provide at its expense and keep in force during the term of this
Lease, general liability insurance in a good and solvent insurance company or
companies licensed to do business in the Commonwealth of Pennsylvania
selected by Tenant and approved by Landlord. Certificates of insurance shall
be provided to Landlord prior to the commencement of the Lease and evidence
of renewal of the coverage shall be furnished to Landlord at least thirty (30)
days prior to the date upon which any such insurance expires. Without limiting
the foregoing, Tenant shall provide a minimum of Two Million Dollars
($2,000,000.00) in liability insurance against damage to person or property
and shall name Landlord as an additional insured.
20. ALTERATIONS AND INSTALLATIONS BY TENANT.
(a) Provided that this Lease is in full force and effect and Tenant is not otherwise in
default of any of the obligations by it to be performed hereunder, the Tenant
may, at its expense, make such interior, non-structural alterations and
improvements to the Premises or install interior partitions as it may require,
provided that such alterations and improvements are done in a workmanlike
manner in keeping with all applicable building codes, ordinances, and
regulations, and in no way harm or impair the structure of the building or the
Premises or diminish the value thereof. At the expiration date or sooner
termination of the Lease term, Tenant, if requested to do so by Landlord,
shall restore the Premises to substantially the same condition as existed on the
commencement date and repair any damage thereto resulting from the
installation or removal of any such improvements, partitions, fixtures or
equipment as may have been so installed by Tenant.
(b) All of such changes, additions or alterations shall be made solely at the expense
of Ten ant and Tenant agrees to protect, indemnify and save harmless the
Landlord on account of any injuries to third persons or property, by reason of
any such changes, additions or alterations, and to protect, indemnify and save
hamlless Landlord from the payment of any claim of any kind or character on .
account of bills for labor or materials furnished or claimed to have been
furnished therewith.
(c) Tenant shall not permit any mechanics or similar liens to be lodged against or
remain unbonded upon the Premises for labor performed or materials furnished
to Tenant or claimed to have been performed or furnished to, on behalf of, or
otherwise at the direction of or with the consent of Tenant, at, in, or upon the
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Premises, whether such work was performed or materials furnished before or .
after the commencement of the term of this Lease.
(d) Excepting those items which Landlord specifically requests be removed from
the Premises, any alterations, additions improvements and fixtures therein
installed or paid for by the Tenant, other than unattached movable trade fixtures
and decorations, shall, upon the expiration date or earlier termination of this
Lease become the property of the Landlord.
21. W AlVER OF SUBROGATION. Each party hereto does hereby waive, for itself
and its insurance company, any right of or claim to subrogation against the other
party as a result of any loss covered by insurance as provided for herein, but such
waiver shall extend only to the coverage of such insurance. Provided, however, that
if either party cannot obtain insurance as required by this lease solely as a result of
this waiver of subrogation, such waiver shall be null and void and the parties shall
meet and negotiate a solution to that problem and to the need by either of them for a
waiver of subrogation as provided for herein.
22. SUBORDINATION. This lease shall be subject and subordinate to the lien of any
present or future mortgage or Deed of Trust on the Building, the land upon which it
stands, or both, or to any present or future underlying Lease without the necessity of
any further instrument or act on the part of Ten ant. Tenant covenants and agrees to
execute and deliver upon demand such further instrument or instruments evidencing
such subordination of this Lease to the lien of such mortgage, Deed of Trust, or
Lease, as shall be desired by any party thereto.
23. ESTOPPEL CERTIFICATES. Tenant shall, without charge, within ten (10) days
after receipt of any request therefor, execute and deliver to Landlord a certificate
stating: (i) whether this Lease is unmodified and in full force and effect (or ifthere
has been modifications, that the Lease is in full force and effect and setting forth all
such modifications); (ii) whether there then exist any defenses against the
enforcement of any right of Landlord hereunder (and if so specifying the same in
detail); (iii) The dates to which rent and any other charges hereunder have been paid
by Tenant; (iv) The Tenant has no knowledge of any then uncured defaults under
this Lease (or if Tenant has knowledge of any such defaults, specifying the same in
detail); (v) That the Tenant has no knowledge of any event that will or may result in
the termination of this Lease (or if Tenant has knowledge, specifying the same in
detail); (vi) The address to which notices to Tenant are to be sent; and (vii) such
other information as may be reasonably requested. It is understood that any such
certificates may be relied upon by Landlord, any Mortgagee, prospective Mortgagee,
Ground Lessor, prospective Ground Lessor, or purchaser or prospective purchaser of
the Land or the Building.
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24. INSOLVENCY. (a) The appointment of a receiver' or trustee to take possession of all
or a portion of the assets of Ten ant, or (b) an assignment by Tenant for the benefit of
creditors, or ( c) the institution by or against Tenant of any proceedings for
bankruptcy or reorganization under any state or federal law (unless in' the case of
involuntary proceedings, the same shall be dismissed within sixty (60) days after
institution), or (d) any execution issued against Tenant which is not stayed or
discharged within sixty (60) days after issuance of any execution sale of the
assets of Ten ant, shall constitute a breach of this Lease by Tenant. Landlord in the
event of such a breach, shall have, without need offurther notice, the rights
enumerated in Paragraph 33 herein.
25. SUBST ANTrAL COMPLETION OF PREMISES. Prior to the commencement date
of this Lease, Landlord will substantially complete the following improvements in
the Premises in a first-class and workmanlike manner, at no cost to Tenant:
(a) Landlord will furnish and install all items appearing on Tenant's preliminary
floor plans to be delivered to Landlord no later than January 25,2001, attached
as Exhibit "A" to this Lease, including but not limited, to the following:
(1) Floor to ceiling partitions constructed of lI," thick gypsum board on metal
studs. All partitions and interior walls are to be decorative vinyl wall
coverings of Ten ant's selection.
(2) Doors and door hardware all as indicated on Tenant's plans.
(3) Carpeting throughout the Premises of a type and quality to be approved by
Tenant ($20.00 square yard price). During the term of this Lease, Landlord
will be responsible for repair and/or replacement of the carpet when
deemed necessary by Landlord due to ordinary wear. It is understood that
Tenant will be using chair pads in the Premises. Landlord will also install
all base molding throughout the Premises.
Notwithstanding anything to the contrary contained herein, if carpet is
damaged at any time during the term of the Lease as a result of negligence
on the part of the Tenant, Tenant's employees, or agents, then the
replacement or repair of the carpet in such damaged area shall be made
entirely at Tenant's expense.
Landlord will provide vinyl tile with rubber base in areas to be designated
on Tenant's floor plans.
(4) Suspended acoustical tile ceiling throughout the Premises utilizing factory
finished tiles having a minimum thickness of 5/8 of an inch and a
minimum Noise Reduction Coefficient rating of. 70.
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(5) Fluorescent lighting fixtures sufficlent to 'maintain a minimum of70 foot.
candles of illumination uniformly distributed throughout the Premises at
desk level, complete with acrylic lenses, lamps, ballast and switches.
(6) Telephone conduit into the building adequate to meet telephone company's
specifications for Tenant's telephone system installation.
(7) Electrical outlets, all located as shown on Tenant's plans, and complete
electrical wiring.
(8) Lavatories, complete with all necessary plumbing and fixture.
26. MEASUREMENT OF PREMISES - COMPUTATION OF RENT. The rent stated
in Paragraph 5 is calculated on the basis of $17.50 per square foot per year for the
rentable floor space. Upon completion of the Premises, the floor space shall be
measured by authorized representatives of Ten ant and Landlord to determine the
actual rentable square footage according to the BOMA measurements standards.
The square foot area resulting from this measurement shall be multiplied by $17.50
per rentable square foot and the result shall be the Adjusted Yearly Rent.
Landlord and Tenant will execute an amendment to the Lease amending Paragraphs
2 (b) and 4 of the Lease to conform to the Adjusted Yearly Rent within thirty (30)
days following completion of the measurements.
27. INCREASE IN ANNUAL RENT. The annual rent stated in Paragraph 5 for each
subsequent year of this lease will be increased by three (3) percent, over the prior
year.
28. PARKING. Landlord agrees that Tenant shall have the right to four (4) parking
spaces at any time during the term of this Lease. Said parking spaces shall be located
in the adjacent paved parking lot and may be used as Tenant requires. Landlord will
keep the parking area clean, lighted, and in good repair. Landlord hereby agrees that
during the term of this Lease, Landlord will maintain separate parking spaces for the
subject premises, which spaces shall be clearly reserved for visitors to the Premises.
It is understood that use of the parking area is a right shared in
common with all other tenants and with the Landlord.
29. SIGNS. Landlord will pay the cost of the manufacture, foundation, construction,
erection and maintenance of the Landlord's base building signs and will also pay for
the cost of electricity when required. Landlord reserves the right to approve all
Tenant signage. This is subject to the rules and ordinances of township or other
governing body.
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30. BUILDING DIRECTORY. Landlord shall im;tall, at Landlord's sole cost, Building
Directories on the first floor of the Building.
31. SPECIAL EQUIPMENT. If Tenant shall use special equipment, such as but not
limited to computer and related cooling equipment, Tenant agrees to separately meter
such equipment and its accessories, and pay for the utility expense to operate the
same, said payment to be to the Landlord as additional rent, or by direct payment to
the utility company. Standard office equipment, such as servers, printers, and
personal computers is not considered special equipment.
32. SMOKING REGULATIONS. Employees may smoke outside at the rear employee
entrance only. If smoking is allowed in other areas ofthe Tenant Premises, exhaust
fans will be installed in those specific areas at the Tenant's expense.
33. DEFAULT BY TENANT. IfTenant shall default in fulfilling any of the covenants or
provisions of this Lease on its part to be performed and shall fail to remedy such
default within ten (l0) days after Landlord shall have given Tenant written
notice of such default or within such period as may reasonably be required to remedy
the default, if the default cannot be cured within ten (10) days, then Landlord shall
have any right, power or remedy permitted to it by law, except that Landlord shall
not have the right to terminate this Lease unless it has given Tenant prior written
notice of the date of termination.
34. REMEDIES OF LANDLORD. Upon default by Tenant, Landlord shall have, in
addition to the remedies hereinabove referred to, the following remedies:
(a) The right to terminate this Lease without any right on the part of Ten ant, or
those claiming under Tenant, to reinstate the lease by payment or other
performance of the conditions or provisions violated and, thereupon, any
attorney may as attorney for Tenant, or those claiming under Tenant, at the
request of Landlord, sign an agreement for entering in any competent court an
amicable action and confession of judgment in ejectment to any term then past
or present (without any stay of execution) against Tenant and all persons
claiming under Tenant for the recovery by Landlord of possession of the
Premises together with costs, including reasonable attorney's fees for which a
copy of this Lease shall be a sufficient warrant; and
(b) The right to accelerate the rent due for the unexpired term of this lease ahd to
have any attorney, as attorney for Tenant, or those claiming under Tenant, at the
request of Landlord, sign an agreement for entering in any competent court an
amicable action and confession of judgment to obtain the right to enter the
Premises for the purpose of taking possession of the Premises.
(c) The right to enter the Premises for the purpose of taking possession of the
Premises without liability to Tenant or those claiming under Tenant.
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The warrants of attorney herein provided for shall not be exhausted by the exercise
thereof but may be employed from time to time as often as any breach of the terms,
conditions, covenants, or provisions of this Lease shall occur. Tenant, for itself and
those claiming under Tenant hereby releases to Landlord all errors and defects
whatsoever in entering such action or judgments or causing such writs of execution
to issue. Tenant, on behalf of Tenant and those claiming under Tenant, further
expressly waives all right to an appeal from, writ of error, or certiorari to any
judgment, order, or decree that may be given or entered by any court against Tenant
or those claiming under Tenant for rent, damages, costs, or any other charges
payable as rent, possession or otherwise, and agrees that such judgment, order, or
decree shall be final and conclusive upon Tenant and those claiming under Tenant.
All of the remedies provided for at law or in equity or in any of the terms or
provisions of this Lease shall be cumulative and concurrent.
35. ENVIRONMENTAL COMPLIANCE.
(a) Tenant hereby covenants and agrees to use and occupy the Premises and to
conduct its business and operations thereupon in full compliance with all
applicable statutes, codes, rules, regulations and ordinances as they may change
from time to time pertaining to the protection of the environment and to
hazardous substances and hazardous wastes as those terms may be defined from
time to time in such statutes, codes, rules, regulations and ordinances
("Environmental Laws").
(b) Tenant shall promptly provide Landlord with copies of an correspondence from
or to the U. S. Environmental Protection Agency, the Pennsylvania Department
of Environmental Resources or any other federal, state or local governmental
agency which pertains to the Premises regarding but not limited to the
following: (l)Tenant's compliance with the Environmental Laws; (2) any
permits which Tenant may be required to obtain pursuant to the Environmental
Laws; (3) any release or threat of release of a hazardous substance or
hazardous waste which has occurred in the Premises.
(c) Tenant shall immediately notify Landlord of its receipt of any notices of
alleged violations of the Environmental Laws from any other party including
but not limited to governmental agencies including request for information.
(d) Tenant shall promptly provide Landlord with copies of any documents
required to be kept or prepared by Tenant or maintained at the Premises
pursuant to the Pennsylvania Worker Right to Know Act, 35 P.S. 7301
et seq.. and the regulations promulgated thereunder.
(e) Tenant shall promptly supply to Landlord true and complete copies of all
sampling and test results obtained from any samples and tests taken at or
around the Premises.
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(f) In the event of any "release" of a "hazardous'silbstance" or "hazardous waste"
by Tenant as those tenns are defined in any of the Environmental Laws,
which release requires notification of any governmental agency, Tenant shall
immediately notify Landlord of the release and provide a full, true and
complete description of the release, the substances involved and the remedial
efforts taken.
(g) At anytime during the tenn hereof, Landlord shall have a right to enter upon
the Premises to inspect the Premises and to evaluate Tenant's compliance
with the Environmental Laws. Such right of access shall include a right to
review Tenant's records pertaining to compliance with the Environmental
Laws. Tenant hereby agrees to cooperate with Landlord in any such
inspection and evaluation.
(h) Tenant hereby agrees to indemnify, defend and hold Landlord hannless from
and against, any and all claims, demands, judgments, suits, liens, actions and
other proceedings, arising out of or relating to the removal, remediation,
corrective action or cleanup of any hazardous waste or hazardous substance
as defined in the Environmental Laws or any other proceedings or actions
threatened, or brought for the enforcement of any Environmental Laws now
or hereafter applicable to the Premises and resulting from or arising out of
Tenant's use, operation and occupation thereof during the tenn of this Lease.
Such indemnification shall include but not be limited to costs of
investigation, engineering fees, attorney's fees, costs ofremediation and
cleanup and future site maintenance.
(i) Prior to the commencement date of this Lease, Tenant shall supply to
Landlord a certificate of an officer or principal of Ten ant setting forth
a detailed description of Ten ant's operation and the processes Tenant will
undertake at the Premises, including a description and quantification of any
hazardous substances and hazardous waste generated, manufactured, refined,
transported, treated, stored, handled or disposed of at or from the Premises.
Following the commencement of the Lease tenn, Tenant shall update this
certificate in the event of any changes in Tenant's operations, or use of
hazardous substances and waste.
(j) All of the tenns and conditions of this section shall survive the tennination of
this Lease agreement for so long as any liability may arise under the
Environmental Laws with respect to the Premises.
36. REQUIREMENTS OF LAW. Landlord shall at its own expense promptly observe
and comply with all present and future laws, ordinances, requirements, orders,
directions, rules and regulations of the federal, state, county and city governments
and of all governmental authorities having jurisdiction directly or indirectly over
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the Premises, Building or appurtenances or' any part thereof (including, but not
limited to Title ill of the Americans with Disabilities Act and such regulations or
standards as are or may be promulgated under- the Federal Occupational Safety
and Health Act of 1970, or similar federal, state or local requirements pertaining to
the Tenant's use of the Premises and the Building) whether the same are in force at
the commencement of the term or may in the future be passed, enacted or directed.
It is understood, however, that the Landlord is not required to procure any permits
or licenses or certificates or other authorizations necessary for the Tenant to
conduct its business in the leased Premises.
Tenant shall at its own expense, promptly observe and comply with all present and
future laws, ordinances, requirements, orders, directions, rules and regulations of
the federal, state, county, and city governments and of all other governmental
authorities having jurisdiction with respect to the operation of the Tenant's
business.
37. RULES AND REGULATIONS. Tenant and Tenant's officers, employees, agents,
and invitees shall comply fully with all ofthe rules and regulations pertaining to
the Building, the Premises, and related facilities. Current rules and regulations, if
any, are attached to this Lease as Exhibit _and they are made a part of the
Lease as though fully set out in the Lease. The absence of rules and regulations at
the inception of this Lease shall not preclude Landlord's adoption and
implementation of rules and regulations at any time during the term of the Lease or
any extensions or renewals thereof. Landlord shall at all times have the right to
make reasonable changes, additions, or deletions to any such rules and regulations
for the purpose of ensuring or enhancing the safety, care, cleanliness, maintenance,
or preservation of the Building, the Premise, and related facilities, as well as for
the purpose of preserving good order in and on the Building, the Premises, and its
related facilities. Tenant and Tenant's officers, employees, agents, and invitees
shall be bound by the adoption and implementation of rules and regulations and by
any changes, additions, or deletions to the rules and regulations upon receipt by
Tenant of written notice from Landlord setting forth the rules and regulations or
the changes, additions, or deletions, as the case may be. Tenant shall be fully
responsible and accountable for the compliance of Tenant's officers, employees,
agents, and invitees with all such rules and regulations.
A TT ACHMENTS AND DELETIONS. The following exhibits attached to this Lease form a part
hereof and were attached hereto before this Lease was signed by the parties:
EXHIBIT "A" - Floor Plan
EXHIBIT "B" - Temporary Space Floor Plan
ADDENDUM #1
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IN WITNESS WHEREOF, Landlord and Tenant have signed aJ;lddated this Lease.
LANDLORD:
TENANT:
By ~~
Title: /Il1?n17 ~,:et/-
Date: '2-1 ( .,/ltJtlt
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Szeles Real Estate Development Company, L.P.
Date:
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( orporate Seal)
APPROVED
JAN 3 1 200\;
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MBRDS co , UNICATI NS
LEGAL DEPARTMENT
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A. Temporary Premises:
The Tenant will have the right to occupy and use temporary space in the facility as shown
on Exhibit "B" to the Lease, rent free, commencing the earlier of February 1, 2001 or
upon completion of the temporary space The temporary space will be delivered to the
Tenant, builtout and in working order as shown on Exhibit "B" to this Lease.
B. Tenant Improvement Allowance:
Landlord shall provide Tenant a "Turn Key" buildout for the premises in accordance with
the following specifications. All finishes and colors shall be selected by the Tenant.
. 4 private offices.
. 1 large training room (500-600 square feet).
. I storage utility area.
. 1 kitchen (100-200 square feet) with cabinets above and below sink and
appropriate area and power for vending machines.
. 2x4 drop ceiling.
. Deep cell parabolic lights.
· Electric for standard office use inclusive of the necessary (4 circuit I 8 wire
power drops as discussed) for systems furniture in accordance with Tenant's
final plan.
. Vinyl wallcovering throughout.
. Lees Faculty IV carpet throughout.
. Vinyl base throughout.
C. Base Building/Landlord's Work:
Any asbestos or other hazardous materials in the Premises or in any rise/shaft or roofing
material required for Tenant's conduit or equipment will be removed in compliance with
all applicable laws. If such materials cannot be removed, all such materials would be
abated in compliance with all applicable laws.
The Building and Premises shall be in compliance with all applicable laws, codes and
ordinances, including the American With Disabilities Act (ADA).
Landlord shall guaranty the Base Building from latent defects throughout the Lease term.
Notwithstanding any items constructed by Tenant, or base Building items effected by
Tenant's construction, throughout the Lease term Landlord shall repair, maintain and
replace all structural items of the Building, including the roof.
D. Space Planning/Design:
Landlord shall at Landlord's expense provide architectural and full design services and all
documents associated with building the Tenant's space, provided that Landlord's
architects and vendors supply the services.
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E. Options To Renew:
With six (6) months prior written notice for the Renewal, Tenant will have one (1) Option
to Renew for five (5) years at a rental rate not to exceed $2.50 per rentable square foot
more than the Tenant is paying in the last year of the original lease term, subject to the
limit in the preceding sentence. The fair market value determination will be based on
office space in similar Buildings and similar locations in the HarrisburgIRossmoyne area.
If Tenant exercises its right to renew, Landlord and Tenant shall amend this Lease to
reflect this renewal.
F. Holdover:
The Tenant shall have the right to holdover in the Premises at current rental rate for initial
three (3) months and thereafter at 150% of the last month's rent. During such holdover
period, the Landlord and Tenant will have the option to terminate the Lease with 30 days
prior written notice to the other party.
G. Audit Rights:
On an annual basis, Tenant shall have the Right to Audit the Landlord's financial records
related to the Building and the last three (3) years of Operating Utility Expenses. This
audit right will pertain to utility charges only.
H. Roof Rights:
Tenant shall have the Right to use the Roof to install necessary antenna, satellite and/or
global positioning satellite equipment, provided that the Landlord will have the right to
approve the size and location of antennas and satellites and no more than 2 devices will
be permitted on the roof.
I. Tenant shall deposit with Landlord upon execution hereof $40,000.00 as security
for Tenant's faithful performance of Tenant's obligations hereunder. If Tenant shall be in
default in the payment of arty installment of rent hereunder, or otherwise defaults with
respect to any provisions of this Lease, Landlord may, with notice to Tenant, use, apply
or retain all or any portion of said deposit for the payment of any rent, any sum for which
Landlord may become obligated by reason of Tenant's default or to compensate Landlord
for any loss or damage which Landlord may suffer thereby. If Landlord so uses or
applies all or any portion of said deposit, Tenant shall, within fifteen (15) days after
written demand therefor, deposit an additional sum with Landlord in an amount sufficient
to restore said deposit to the full amount. Tenant shall be entitled to interest on such
deposit at the then-prevailing rate for similar deposits in the region in which the Building
is located. If Tenant performs all of Ten ant's obligations hereunder, said deposit or so
much thereof as has not theretofore been applied by Landlord, shall be resumed, without
payment of interest or other increment for its use, to Tenant promptly after Tenant has
vacated the Premises. Landlord shall deliver such deposit by Tenant to the purchaser of
the Building in the event the Building is sold (or give such purchaser a credit against the
purchase price in the amount of such deposit), and thereupon Landlord shall be
discharged from all further liability to Tenant with respect to such deposit, provided
Tenant is notified of said transfer and such purchaser acknowledges Tenant's deposit.
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J. Tenant unconditionally grants to Landlord a conti~uirig security interest in and to
all personal property of Tenant located or left at the Premises. The security interest
granted to Landlord hereunder secures payment and performance of all obligations of
Tenant under this Lease now or hereafter arising or existing, whether direct or indirect,
absolute or contingent, or due or to become due. In the event of a default under this
Lease which is not cured within the applicable grace period, if any, Landlord is and shall
be entitled to all the rights, powers and remedies granted a secured party under the laws
ofthe Commonwealth of Pennsylvania and otherwise available at law or in equity.
Tenant agrees that it will execute such other documents or instruments as may be
reasonably necessary to carry out and effectuate the purpose and terms of this Section, or
as otherwise reasonably requested by Landlord, including without limitation, execution of
a UCC-1 financing statement. Tenant's failure to execute such documents within ten (10)
days after written demand shall constitute a material default byTenant hereunder and, at
Landlord's option, Landlord shall have the right to execute such documents on behalf of
Tenant as Tenant's attorney-in-fact. Tenant does hereby make, constitute and irrevocably
appoint Landlord as Tenant's attorney-in-fact, and Landlord shall have the right to
execute such documents in Tenant's name.
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STANDARD OFFICE LEASE ADMENDMENT
AMENDMENT NO. I TO LEASE
EFFECTIVE DATE OF LEASE: March 1,2001, or substantial completion offitout
EFFECTIVE DATE OF THIS ADMENDMENT: March 1, 2001, or substantial
completion of fitout
LANDLORD: Szeles Real Estate Development Company, L.P.
TENANT: Arbros Communications, Inc.
LOCATION OF PREMISES:
Rossmoyne Corporate Center
4999 Louise Drive
Mechanicsburg, PA 17055
This lease is hereby amended as follows:
Tenant has a one time option to terminate this Lease at the conclusion of the 361h
month of the Lease. This option must be exercised in the following manner.
Tenant will send written notification of its intent to exercise this option to
Landlord along with an early termination fee of 555,000.00 no later than the
conclusion of the 30th month of the Lease.
1fwritten notice or the early termination fee has not been received bv the Landlord
by the end of the 30th month, this option is forfeited and the Lease c;ntinues in
effect.
Except as otherwise provided above, all tem1S and conditions of this Lease shall remain
unchanged.
IN WITNESS WHEREOF, Landlord and Tenant have signed and dated this
Amendment.
LANDLORD: Szcles Real Estate Development
,Company, L.P.
TENANTrArbrOS Communications.
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DATA
2001
Plamt,i1's Fhnlb't
BY.
TITLE: ~'1t7
DATE: ~~L<OI
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STANDARD OFFICE LEASE ADMENDMENT
AMENDMENT NO.2 TO LEASE
EFFECTIVE DATE OF LEASE: March 1, 2001
EFFECTIVE DATE OF THIS ADMENDMENT: April 15, 2001
LANDLORD: Szeles Real Estate Development Company, L.P.
TENANT: Arbros Communications, Inc.
LOCATION OF PREMISES:
Rossmoyne Corporate Center
4999 Louise Drive
Mechanicsburg, P A 17055
This lease is hereby amended as follows:
The commencement date for this lease is changed to April15, 2001. The
termination date is now April 14, 2006.
Except as otherwise provided above, all terms and conditions of this Lease shall remain
unchanged.
IN WITNESS WHEREOF, Landlord and Tenant have signed and dated this
Amendment.
LANDLORD: Szeles Real Estate Development
~panY, L.P.
BY: ~<. .'-'--
TITLE: N4n//7 k~,-
DATE: ;'f/~./Ol
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TENANT: Arbros Communications,
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BY:
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DATE:
APPROVED
Plaimill's Exhibit
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SHERIFF'S RETURN - U.S. CERTIFIED MAIL
CASE NO: 2001-06665 P
COMMONWEALTH OF PENNSYLVANIA
COUNTY OF CUMBERLAND
SZELES REAL ESTATE DEVELOPMENT
VS.
ARBROS COMMUNICATIONS INC
R. Thomas Kline
Sheriff
of Cumberland
County, pennsylvania, who being duly sworn according to law served the
within named DEFENDANT
,ARBROS COMMUNICATIONS INC
by United States Certified Mail postage
prepaid, on the 28th day of November ,2001 at 0000:00 HOURS, at
1100 WAYNE AVENUE
8TH FLOOR
pILVER SPRING, MD 20910
and attested copy of the attached COMPLAINT & NOTICE
, a true
Together
with
The returned
receipt card was signed by N. DAVIS
12/07/2001
on
Additional Comments:
Docketing
Cert Mail
Affidavit
Surcharge
18.00
4.86
.00
10.00
.00
32.86
S~:/_/=~ ..----.-
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R. Thomas Kline
Sheriff of Cumberland County
Sheriff's Costs:
Paid by SAMUEL ANDES on 12/11/2001 .
Sworn and subscribed to before me
this /Jt day of /JJpo.. tvJ
,;kn}/ A.D.
Ctf{~en~'~
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Complete items 1, 2, and 3. Als.o complete
item 4 if Restricted Delivery is desired.
. .. R~,~..Y,9.YL.na:~e and address on the reverse
so.."tliat)~'Ei:can return the card to you.
. Attach this card to the back of the mailpiece.
or on the:.:ITont if space permits.
1. Article:Aadr.essed to:
ltrbibs. Carmuni
UQD ciie:YGe
Silver
ions, Inc.
8th Floor
g, MD 20910
3. Service Type
~ Certified Mail 0 Express Mai
o Registered 0 Return Receipt for Merchandise
o Insured Mail 0 C.O.D.
4. Restricted Delivery? (Extra Fee) 0 Yes
2. Article Number (Copy from service label)
70001670 0001 8790 0994
PS Form 3811, July 1999 Domestic Return Receipt
01-6665 civil.
J02595-99-M-1789
.
PIPER MARBURY RUDNICK & WOLFE LLP
By: Jennifer E. Clark
Attorney LD. No. 82390
3400 Two Logan Square
18th and Arch Street
Philadelphia, Pennsylvania 19103
(215) 656-3300
PLAINTIFF: You are hereby notified to file a written
response to the enclosed NEW MATTER within twenty
(20) days from service hereof or a judgment may be
entered against you.
IN THE COURT OF COMMON PLEASE OF CUMBERLAND COUNTY
CIVIL ACTION - LAW
SZELESREALESTATE
DEVELOPMENT COMPANY, L.P.,
CNIL TERM
Plaintiff,
CASE NUMBER: 01-6665
v.
ARBROS COMMUNICATIONS, INC.,
Defendant.
ANSWER AND NEW MATTER
Defendant, Arbros Communications, Inc. ("Arbros"), by and through its attorneys,
answers the Complaint filed by the Plaintiff, Szeles Real Estate Development Company, L.P.
("Szeles"), as follows:
1. Denied. After reasonable investigation, Arbros is without knowledge or
information sufficient to form a belief as to the truth of the allegations in this paragraph ofthe
Complaint and the same are, therefore, denied. By way of further answer, the allegation that
Szeles is a limited partnership is a conclusion of law to which no responsive pleading is required
under the Pennsylvania Rules of Civil Procedure. However, Arbros admits that the lease
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agreement at issue in this proceeding, which is attached to the Complaint as Exhibit A, identifies
the address of Szeles as 5112 Lancaster Street in Harrisburg, Pennsylvania 17111.
2. Admitted in part; denied in part. Arbros admits it is a corporation organized
under the laws of the State of Maryland. Arbros admits that at the time that the lease was
executed it maintained an office at 1100 Wayne Avenue, 8th Floor, Silver Spring, Maryland
20910. However, Arbros now maintains an office at 880 Elkridge Landing Road, Elkridge,
Maryland. By way of further answer, after reasonable investigation, Arbros is without
knowledge or information sufficient to form a belief as to the truth of the allegation in this
paragraph of the Complaint as to what Sze1es believes regarding Arbros' address and the same is,
therefore, denied.
3. Admitted in part; denied in part. After reasonable investigation, Arbros is without
knowledge or information sufficient to form a belief as to the truth of the allegation in this
paragraph of the Complaint that "[a]t all times relevant to this action, Plaintiff has been, and
continues to be, the owner of a commercial office building at 4999 Louise Drive in
Mechanicsburg, Cumberland County, Pennsylvania, known as the 'Rossmoyne Corporate
Center.'" By way of further answer, Arbros admits that the lease agreement, which is attached to
the Complaint as Exhibit A, identifies the subject property as Rossmoyne Corporate Center,
4999 Louise Drive, Mechanicsburg, Pennsylvania.
4. Admitted in part; denied in part. Arbros admits the allegations of this paragraph
insofar as such allegations are substantiated by the lease agreement, which is attached to the
Complaint as Exhibit A. That document, being in writing, speaks for itself and Arbros refers
Szeles to that written document for its precise terms. By way of further answer, Arbros denies
all allegations of this paragraph to the extent that they are inconsistent with the lease agreement.
- 2-
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5. Admitted in part; denied in part. Arbros admits the allegations of this paragraph
insofar as such allegations are substantiated by Amendment No.1 and Amendment No.2, which
are attached to the Complaint as Exhibit B and Exhibit C, respectively. Those documents, being
in writing, speak for themselves and Arbros refers Sze1es to those written documents for their
precise terms. By way of further answer, Arbros denies all allegations of this paragraph to the
extent that they are inconsistent with Amendment No.1 and Amendment No.2.
6. Denied. The allegations in this paragraph of the Complaint state conclusions of
law to which no responsive pleading is required under the Pennsylvania Rules of Civil
Procedure. By way of further answer, after reasonable investigation, Arbros is without
knowledge or information sufficient to form a belief as to the truth of the allegations in this
paragraph of the Complaint and the same are, therefore, denied. To the extent that these
allegations are deemed factual, it is specifically denied that Sze1es has "well and truly performed
all of its obligations under the lease."
7. Denied. The allegations in this paragraph of the Complaint state conclusions of
law to which no responsive pleading is required under the Pennsylvania Rules of Civil
Procedure. By way of further answer, after reasonable investigation, Arbros is without
knowledge or information sufficient to form a belief as to the truth of the allegations in this
paragraph of the Complaint and the same are, therefore, denied. To the extent that these
allegations are deemed factual, it is specifically denied that Arbros breached its obligations under
the lease and violated the lease and it is further denied that Arbros has failed to make the rental
payments due for the month of October 2001 and all subsequent months and has failed to make
payment oflate payments and other fees due under the lease.
- 3 -
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8. Denied. The allegations in this paragraph of the Complaint state conclusions of
law to which no responsive pleading is required under the Pennsylvania Rules of Civil
Procedure. By way of further answer, after reasonable investigation, Arbros is without
knowledge or information sufficient to form a belief as to the truth of the allegations in this
paragraph ofthe Complaint and the same are, therefore, denied. To the extent that these
allegations are deemed factual, it is specifically denied that Arbros breached the lease and is in
default of its obligations under the lease. It is further denied that Sze1es is entitled to accelerate
the rent due for the unexpired term of the lease and to collect such rent from Arbros. By way of
further answer, Paragraph 34 ofthe lease is in writing and speaks for itself.
9. Denied. The allegations in this paragraph of the Complaint state conclusions of
law to which no responsive pleading is required under the Pennsylvania Rules of Civil
Procedure. By way of further answer, after reasonable investigation, Arbros is without
knowledge or information sufficient to form a belief as to the truth of the allegations in this
paragraph ofthe Complaint and the same are, therefore, denied. To the extent that these
allegations are deemed factual, it is specifically denied that Arbros breached the lease and that
Arbros owes to Sze1es and Szeles is entitled to have and receive from Arbros damages in the
amounts listed in the Complaint. Byway of further answer, Paragraph 34 of the lease is in
writing and speaks for itself.
10. Denied. The allegations in this paragraph of the Complaint state conclusions of
law to which no responsive pleading is required under the Pennsylvania Rules of Civil
Procedure. By way of further answer, after reasonable investigation, Arbros is without
knowledge or information sufficient to form a belief as to the truth of the allegations in this
paragraph of the Complaint and the same are, therefore, denied. To the extent that these
-4-
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allegations are deemed factual, it is specifically denied that Arbros breached the lease and that
Arbros has injured Sze1es in the amounts listed in the Complaint.
NEW MATTER
11. Szeles has failed to state a claim upon which relief can be granted.
12. Szeles' claims are barred under the applicable statute(s) oflimitations.
13. Szeles' claims are barred by the doctrine of setoff.
14. Sze1es' claims are barred by estoppel.
15. Sze1es' claims are barred by waiver.
16. Sze1es' claims are barred or limited because Sze1es failed to mitigate its damages,
the existence of which Arbros denies.
17. Arbros expressly reserves the right to amend this answer by way of adding
affirmative defenses, counterclaims, cross-claims and/or third-party claims as additional facts are
obtained through further investigation and discovery.
WHEREFORE, the Complaint having been fully answered, Arbros demands entry of
judgment in favor of Arbros and against Szeles together with costs of suit, attorneys' fees and
such other and further relief as is just and appropriate under the circumstances.
~i?~R~
A rney for Arbros Communications, Inc.
Piper Marbury Rudnick & Wolfe LLP
3400 Two Logan Square
18th and Arch Streets
Philadelphia, Pennsylvania 19103-2762
(215) 656-3300
Of Counsel s:I'
Dated: December~, 2001
- 5 -
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VERIFICATION
I, Jennifer E. Clark, state that I am an attorney with the law firm of Piper Marbury
Rudnick & Wolfe LLP; that I represent defendant Arbros Communications, Inc. in this action;
and that I am authorized to make this verification on behalf of Arbros Communications, Inc. I
am making this verification because Arbros is located outside of the jurisdiction of this Court,
and the verification of an employee of Arbros could not be obtained within the time allowed for
filing this pleading. The statements made in the foregoing answer and new matter are true and
correct to the best of my knowledge, information and belief, based on my own investigation and
information I have received from Arbros. I make this verification subject to the penalties of 18
Pa.C.S. S 4904 relating to unsworn falsification to authorities.
b'~.0A>~(7~
ifer E. k
~
Dated: December c2/ ,2001
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CERTIFICATE OF SERVICE
I HEREBY CERTIFY that, on this d I V" day of December, 2001, copies of the
foregoing Answer to Complaint were sent by first-class mail, postage prepaid, to the following:
Samuel L. Andes, Esquire
525 North 12th Street
Lemoyne, Pennsylvania 17043
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Plaintiff
IN THE COURT OF COMMON
PLEAS OF CUMBERLAND
'COUNTY, PENNSYLVANIA
SZELES REAL ESTATE DEVELOPMENT
COMPANY, L.P.,
vs.
CIVIL ACTION - LAW
ARBROS COMMUNICATIONS, INC.,
Defendant
NO. 01-6665
PLAINTIFF'S REPLY TO DEFENDANTS NEW MATTER
AND NOW comes the above-named Plaintiff, by its attorney, Samuel L. Andes, and
makes the following Reply to Defendant's New Matter in this action:
11. No answer required because these represent conclusions of law. However, to
the extent that an answer is required, Plaintiff denies those statements and avers that its
Complaint states a valid claim upon which this court can grant relief.
12. No answer required because these represent conclusions of law. However, to
the extent that an answer is required, Plaintiff denies that its claims are barred under any
applicable statute of limitations.
13. Denied that the Plaintiff's claim is denied by the doctrine of setoff.
14. Denied that the Plaintiff's claim is denied by estoppel.
15. Denied that the Plaintiff's claim is denied by waiver.
16. Denied. Plaintiff has acted promptly and properly in an effort to mitigate its
damages and it is Defendant who has failed to mitigate its losses in this matter.
17. Denied. Plaintiff denies that Defendant has any basis to amend its answer in
the future to add affirmative defenses, counterclaims, cross claims, or third-party claims.
To the extent any of those claims exist they are, or should be, known to Defendant and
must be pled at this time.
~WJ~
m el L. Andes
Attorney for Plaintiff
Supreme Court ID # 17225
525 North 12th Street
Lemoyne, Pa 17043
(717) 761-5361
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VERIFICATION
I verify that the statements made in this Reply to New Matter are true and correct.
I understand that any false statements in this Reply to New Matter are subject to the
penalties of 18 Pa. C.S. 4904 (unsworn falsification to authorities).
Date:
1/ If /0"2-
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A. Richard Szeles
Managing Partner
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Plaintiff
IN THE COURT OF COMMON
PLEAS OF CUMBERLAND
COUNTY, PENNSYLVANIA
SZELES REAL ESTATE DEVELOPMENT
COMPANY, L.P.,
vs.
CIVIL ACTION - LAW
ARBROS COMMUNICATIONS, INC.,
Defendant
NO. 01-6665 CIVIL TERM
PRAECIPE
TO THE PROTHONOTARY:
Please mark the above-captioned matter "settled and discontinued."
19 April 2002
~
Attorney for Plaintiff
Supreme Court ID # 17225
525 North 12th Street
Lemoyne, Pa 17043
(717) 761-5361
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