STANDARD
OFFICE LEASE


 


THIS
INDENTURE OF LEASE, made on the 24th day of July, 2014, by and between the INVESTMENTS LIMITED, as agent for the property
owner, whose mailing address is 215 North Federal Highway, Suite 1, Boca Raton, Florida 33432, hereinafter called the “Landlord”
which term shall include its successors and assigns wherever the context so requires or admits, and PIZZA FUSION HOLDINGS INC.,
a Florida formed corporation, hereinafter called the “Tenant” which term shall include their successors or assigns
wherever the context so requires or admits


 


W
I T N E S S E T H:


 


1.
LEASED PREMISES.


 


That
for and in consideration of the payment from time to time of the rents hereinafter stipulated and for and in consideration of
the performance of the covenants hereinafter contained by the Tenant to be kept and performed, the Landlord has leased, let and
demised and by these presents does lease, let and demise unto the Tenant, and the Tenant accepts from the Landlord, those certain
Leased Premises, located at 399 NW 2nd Avenue, Suite 216, Boca Raton, FL 33432, in the County of Palm Beach, and the
State of Florida, herein called “the Leased Premises,” which Leased Premises is deemed to consist of an area 1,950
square feet, herein called the “Rentable Square Feet”. Prior to execution of this Lease, the Tenant has had the opportunity
to measure the Leased Premises and unequivocally accepts for all purposes, where utilized in this Lease, the Rentable Square Feet
of the Leased Premises as set forth in this Section.


 


2.
TERM.


 


		A.	Initial
                                         Term.



 


The
term of this lease shall be for a period of two (2) years (the “Initial Term”), commencing on August 1st,
2014 (hereafter the “Lease Commencement Date”) and terminating on July 31st, 2016 (hereafter the “Lease
Termination Date”).


 


		B.	Option
                                         Term.



 


Provided
Tenant pays rent timely by the fifth day of each month, gives ninety days prior written notice to renew and is otherwise not in
default of the Lease, Tenant shall have the option to renew this Lease for a consecutive period of two years (an “Option
Term”) at the same terms, conditions and escalators as set forth in the Lease.


 


3.
BASE RENT.


 


Commencing
on August 1st, 2014 (the “Rent Commencement Date”), Tenant shall pay Landlord, at the office or such other
place as Landlord may from time to time designate as “Base Rent” for the Leased Premises during the term of this Lease,
without any deduction or set off, in equal monthly installments in advance, on the first day of each calendar month as follows:


 


BASE
RENT, YEAR ONE: $2,200.00 PER MONTH


 


Notwithstanding
anything to the contrary contained herein, in the event the Commencement Date is other than the first day of a calendar month,
then Tenant shall pay to Landlord on the Commencement Date a sum equal to the per diem Monthly Rent for the month in which the
Commencement Date shall occur multiplied by the number of days from the Commencement Date to the last day of the First Month,
both inclusive, plus the Monthly Rent for the next calendar month (said period of time hereafter referred to as the “First
Month”). Such per diem payment and the first Monthly Rent payment shall constitute payment of Monthly Rent from the Commencement
Date to the last day of the month next succeeding the First Month, both inclusive.


 


Thereafter,
if the monthly rent is not paid by the fifth (5th) day of any month, then a ten percent late fee will be charged for all rents
received after the fifth of the month, due and payable automatically as additional rent, without the necessity of notice to Tenant
of such charge. Tenant acknowledges that a fee equal to five (5%) of the amount of the check shall be charged on all returned
checks, as an administrative fee, and shall be payable as “additional rent”.


 




    	 	1	 



     


    


 


4.
ADDITIONAL CHARGES.


 


A.
In addition to the Base Rent charges set forth in Section 3 above, Tenant shall also pay Tenant’s proportionate share of
(i) real estate taxes (and assessments, if any); (ii) insurance expense; and (iii) common area expenses (the foregoing charges
hereinafter “Additional Rent”) as defined specifically below, currently estimated for the current calendar year as
follows, and which shall be considered, for purposes of default, as Additional Rent:


 


Fixed
ADDITIONAL RENT CHARGES, YEAR ONE: $1,200.00 PER MONTH


 


i)
Real Estate Taxes and Assessments. For each calendar year, or part thereof during the term of this Lease, Tenant shall pay its
proportionate share of all real estate taxes and assessments, levied and assessed against the land, buildings, and all other improvements
within the property. Tenant’s proportionate share shall be the total amount of such taxes and assessments, multiplied by
a fraction, the numerator of which shall be the Rentable Square Feet within the Leased Premises, and the denominator of which
shall be the rentable square feet or rentable floor area within all buildings in the property at the time such taxes were levied
or assessed.


 


Said
real estate taxes and assessments shall be paid by the Tenant to the Landlord in equal monthly installments on the first day of
each calendar month during the Term of this Lease. Said charges shall be based upon Landlord’s estimated costs for the real
estate taxes and assessments for the Calendar Year. The amount due for all partial Calendar Years shall be prorated on a per diem
basis


 


ii)
Municipal, County, State or Federal Taxes, Excluding Real Estate Taxes. Tenant shall pay all taxes including but not limited to
any such taxes assessed against any leasehold interest of Tenant or any fixtures, furnishings, equipment, stock-n-trade or other
personal property of any kind owned, installed or used in or on the Leased Premises, and any excise, sales or similar tax levied
or assessed for any rent or additional rental item paid by or on behalf of Tenant.


 


iii)
Insurance. Tenant agrees to reimburse Landlord his proportionate share (computed the same as in Subsection 4(A)(i) of the total
cost of premiums for Landlord’s insurance coverages (excluding the amount thereof attributable to insuring the Common Areas,
for which provision has been made in Subsection 4(A)(iv). Said insurance reimbursements shall be paid by the Tenant to the Landlord
in equal monthly installments on the first day of each calendar month during the Term of the Lease. Said charges shall be based
upon Landlord’s estimated costs for the insurance reimbursements for the Calendar Year. The amount due for all partial Calendar
Years shall be prorated on a per diem basis.


 


iv)
Common Area Expenses. Tenant agrees to pay to Landlord in the manner hereinafter provided, Tenant’s proportionate share
of all costs and expenses of every kind and nature paid or incurred by Landlord in operating, equipping, policing and protecting,
lighting, providing sanitation and sewer and other services for insuring, repairing, replacing and maintaining the common areas
and all other facilities used in the maintenance or operation of the property. Such costs and expenses shall include, but shall
not be limited to, the cost of: illumination and maintenance of signs, refuse disposal, water, gas, sewage, electricity and other
utilities (without limitation), including any and all usage, service, hook-up, connection, availability and/or stand by fees or
charges pertaining to same; maintenance and operation of any temporary or permanent utility, compliance with rules, regulations
and orders of governmental authorities pertaining to air pollution control, including the cost of monitoring air quality, landscaping,
cleaning, lighting, striping and landscaping; curbs, roof, gutters, sidewalks, drainage and irrigation ditches, conduits, pipes
located on or adjacent to the property; premiums for liability, casualty, and property insurance; personal property taxes; licensing
fees and taxes; audit fees and expenses, management fees, supplies; depreciation of maintenance equipment used in the operation
or maintenance of the common areas; total compensation and benefits (including premiums for workmen’s compensation and other
insurance) paid to or on behalf of employees involved in the performance of the work specified in this Section. Tenant’s
proportionate share shall be the total amount of such common area expenses described in this Section 4, multiplied by a fraction,
the numerator of which shall be the Rentable Square Feet within the Leased Premises, and the denominator of which shall be the
rentable square feet or rentable floor area within all buildings in the center at the time such expenses are incurred, except
however those charges or fees due under agreements which may be based on rents, square footage, unit, item, or the like shall
be billed to Tenant on such a schedule.


 




    	 	2	 



     


    


 


Tenant’s
proportionate share of such costs and expenses for each lease year shall be paid in monthly installments on the first day of each
calendar month, in advance, in an amount estimated by Landlord from time to time.


 


B.
Rental Taxes. In addition to, and without limiting the foregoing, should any governmental taxing authority levy, assess, or impose
any tax, excise or assessment (other than an income or franchise tax) upon or against the rentals payable by Tenant to Landlord,
either by way of substitution for or in addition to any existing tax on land and buildings or otherwise, Tenant shall pay any
such tax, excise or assessment thereof.


 


C.
Subsequent to the end of each lease year, Landlord shall furnish Tenant with a statement of the actual amount of Tenant’s
proportionate share of such cost and expenses incurred under this Section for such period. If the total amount paid by Tenant
under this Section for any such year shall be less than the actual amount due from Tenant for such year as shown on such statement,
Tenant shall pay to Landlord the difference between the amount paid by Tenant and the actual amount due, such deficiency to be
paid within ten (10) days after the furnishing of such statement, and if the total amount paid by Tenant hereunder for any such
year shall exceed such actual amount due from Tenant for such year, such excess shall be credited against the next installment
due from Tenant to Landlord under this Section.


 


Notwithstanding
anything to the contrary contained in this Lease, the Additional Rent shall be limited to a maximum increase of five (5%) percent
per annum.


 


5.
INCREASES IN BASE RENT. 


 


In
the event this Lease is for a period exceeding one year, upon each lease anniversary, the Base Rent shall increase by five percent
per annum. Upon each adjustment of rent during the term of this Lease, Tenant shall be required to deposit the difference between
one months’ rent at the new rental rate and one months’ rent at the rental rate for the previous lease year.


 


“Lease
Year” shall mean a period of twelve (12) consecutive full calendar months. The first Lease Year shall begin on the Lease
Commencement Date, if that date occurs on the first day of a calendar month; otherwise, the first Lease Year shall begin on the
first day of the first calendar month after the lease commencement Date. Each succeeding Lease Year shall begin on the anniversary
of the First Lease year.


 


6.
USE OF LEASED PREMISES.


 


Tenant
shall be permitted to use the Premises for its Permitted Use at no additional cost to Tenant. “Permitted Use” shall
be defined as a GENERAL OFFICE and all uses incidental thereto. Tenant shall diligently and in good faith take all actions necessary
to obtain, comply with and keep in effect all authorizations, licenses, certificates, approvals and other permits necessary to
operate the Leased Premises. Tenant shall comply with all laws, ordinances, codes, etc., of governmental authority having jurisdiction
over the Leased Premises. If Tenant’s use of the Leased Premises should at any time during the term of the Lease be prohibited
by law or ordinance or other governmental regulation, or prevented by injunction, this Lease shall not be thereby terminated,
nor shall Tenant be entitled by reason thereof to surrender the Premises or to any abatement or reduction in rent, nor shall the
respective obligations of the parties hereto be otherwise affected.


 


Tenant
shall not at any time use or occupy the Leased Premises, or suffer or permit anyone to use or occupy the Leased Premises, or do
anything in the Leased Premises, or suffer or permit anything to be done in, brought into or kept on the Leased Premises, which
in any manner in the sole discretion of Landlord (a) violates the Certificate of Occupancy for the Leased Premises or for the
property, (b) causes or is liable to cause injury to the Leased Premises or the property or any equipment, facilities or systems
therein, (c) constitutes a violation of the laws and requirements of any public authorities or the requirements of insurance bodies,
(d) impairs or tends to impair the character, reputation or appearance of the property as a community office complex, (e) impairs
or tends to impair the proper and economic maintenance, operation and repair of the property and/or its equipment, or systems,
(f) annoys or inconveniences or tends to annoy or inconvenience other tenants or occupants of the center; (g) constitutes a nuisance,
public or private, or violates any environmental law, ordinance or regulation, or (h) discharges objectionable fumes, vapors or
odors into other leased premises or otherwise in such a manner as to offend or inconvenience the other tenants or occupants of
the building, or (i) is inconsistent with the occupational license issued by any governmental authority. Tenant shall timely obtain
all occupational licenses required for the use, employment or occupation of any persons occupying or employed within the Leased
Premises.


 




    	 	3	 



     


    


 


Tenant
hereby accepts the Leased Premises “as is”, where “as is” condition with all faults, if any, and without
any warranty or representation of the Landlord either expressed or implied, and in the condition existing on the Commencement
Date. Landlord has made no inquiries about and makes no representation (express or implied) concerning whether Tenant’s
proposed use of the Leased Premises is permitted under applicable law, including applicable land use and zoning laws; should Tenant’s
proposed use be prohibited, Tenant shall be obligated to comply with applicable law and this Lease shall nevertheless remain in
full force and effect. Tenant further acknowledges that Landlord shall have no obligation to make any alterations or installations
or otherwise prepare the Leased Premises for Tenant’s intended use.


 


Tenant
agrees to comply with and abide by the Rules and Regulations attached hereto and made a part hereof as Exhibit “B”
as adopted and amended from time to time by Landlord. Nothing contained in this Lease shall be construed to impose upon Landlord
any duty or obligation to enforce the Rules and Regulations against any other tenant or any employees or agents of any other tenant,
and Landlord shall not be liable to Tenant for violation of the Rules and Regulations by any other tenant or its employees, agents,
invitees or licensees.


 


7.
UTILITIES.


 


A.
The Tenant will provide, at its own cost, all necessary facilities within the Leased Premises. Landlord shall not be responsible
for providing any meters or other devices for the measurement of utilities supplied to the Leased Premises. Where necessary, Tenant
shall make application for and arrange for the installation of all such meters or other devices.


 


B.
The Landlord shall not be liable to Tenant in damages or otherwise if any one or more of said utility services or obligations
hereunder is interrupted or terminated because of necessary repairs, installations, construction and expansion, non payment of
utility charges due, or any other cause beyond Landlord’s reasonable control. No such interruption or termination of utility
service shall relieve Tenant from any of its obligations under this Lease.


 


C.
Electric Charges. Commencing with the date on which Landlord delivers the Leased Premises to Tenant, Tenant shall pay directly
to utility provider for electric current and all other utilities required for the proper operation of Tenant’s business.
If Tenant fails to pay said charges within thirty days after same shall become due, Landlord, at its sole and absolute option,
may consider Tenant to be in default.


 


D.
Water and Sewer Charge. Water and sewer service provided to the Leased Premises are measured by a meter covering the entire building
or center. Tenant agrees to pay for its proportionate share of the cost for such services to the entire building. Such water and
sewer charges will be payable as Additional Rent in accordance with Section 4 above.


 


8.
SECURITY DEPOSIT.


 


A.
Upon the commencement date of this Lease, Tenant’s previous lease shall be terminated and any pre-paid rents, deposits and
monies owed shall be transferred to this Lease. Tenant’s security deposit (in the amount of $4,833.60) shall be security
for the full and faithful performance by the Tenant of all the terms, covenants, and conditions of this lease upon the Tenant’s
part to be performed, which said security deposit shall be returned to the Tenant after the time fixed as the expiration of the
term hereof, provided the Tenant has fully and faithfully carried out all of said terms, covenants and conditions on the Tenant’s
part to be performed. Landlord shall have the right, but not the obligation, to apply any part of said deposit to cure any default
of the Tenant, and without prejudice to any other remedy Landlord may have on account thereof, and, if the Landlord does so, Tenant
shall, upon demand, deposit with Landlord the amount so applied so that the Landlord shall have the full deposit on hand at all
times during the term of this lease. Tenant’s failure to pay to Landlord a sufficient amount to restore said security to
the original sum deposit within five (5) days after receipt of demand therefore shall constitute a breach of this Lease. No interest
shall be paid by the Landlord to the Tenant on such security deposit. Should Tenant comply with all of said terms, covenants,
and conditions and promptly pay all of the rental herein provided for as it falls due, and all other sums payable by the Tenant
to the Landlord hereunder, the said deposit shall be returned to the Tenant within thirty (30) days after Landlord’s inspection
of the Leased Premises.


 


B.
In the event of bankruptcy or other creditor or debtor proceedings against the Tenant, all security shall be deemed to be applied
first to the payment of rent and other charges due Landlord for all periods prior to the filing of such proceedings.


 




    	 	4	 



     


    


 


C.
In the event of a sale of the building or a lease of the land on which it stands, subject to this Lease, the Landlord shall have
the right to transfer the security to the vendee or lessee and the Landlord shall be considered released by the Tenant from all
liability for the return of such security and the Tenant shall look to the new landlord solely for the return of the said security
and it is agreed that this shall apply to every transfer or assignment made of the security to a new Landlord. The security deposit
under this Lease shall not be mortgaged, assigned, transferred, or encumbered by the Tenant without the prior written consent
of the Landlord and may be co-mingled with other funds of Landlord.


 


9.
PARKING AND COMMON USE AREAS AND FACILITIES.


 


Landlord
grants to Tenant, in common with other tenants and other occupants in the property, and their agents, employees, and customers
and persons doing work for or business in the center, the right to use the “common areas” consisting of the parking
areas, roadways, pathways, sidewalks, hallways, stairwells, elevators, entrances and exits and other areas and facilities designated
for common area use in the property containing the Leased Premises.


 


The
common areas shall be subject to the exclusive control and management of Landlord and Landlord shall have the right to establish,
modify, change and enforce rules and regulations with respect to the common areas and Tenant agrees to abide by and conform with
such rules and regulations. The right of customers to use the parking facilities shall apply only while they are doing business
in the building. Tenant shall not park any trucks or delivery vehicles in the parking areas, nor permit delivery of supplies or
merchandise at any place other than that designated by Landlord.


 


10.
LICENSE.


 


All
common areas and facilities not within the Leased Premises, which Tenant may be permitted to use and occupy, are to be used and
occupied under a revocable license, and if any such license be revoked, or if the amount of such areas be diminished, Landlord
shall not be subject to any liability nor shall Tenant be entitled to any compensation or diminution or abatement of rent, nor
shall such revocation or diminution of such areas be deemed constructive or actual eviction.


 


11.
TENANT’S WORK.


 


If
the Leased Premises are not yet constructed or are reconstructed, then the Leased Premises shall be a vacant shell. All leasehold
improvements shall be Tenant’s obligation. Tenant shall submit plans and specifications for leasehold improvements prior
to construction of same. Landlord shall have ten (10) days to approve or disapprove of same, which approval shall not be unreasonably
withheld.


 


12.
REPAIRS.


 


Landlord
shall not be required to make any repairs, replacements or improvements of any kind upon the Leased Premises except for necessary
exterior structural repairs. Tenant shall, at its sole cost and expense, repair or replace, as necessary, and maintain in good
and operational order and condition, the interior of the Leased Premises, structural or otherwise, the fixtures and equipment
therein and appurtenances thereto, including, but not limited to, the exterior and interior windows, store front windows (if applicable),
doors and entrances, signs, floor coverings, interior walls, columns and partitions, lighting (including replacement of light
bulbs), plumbing, and air conditioning (including ductwork). Tenant shall also be solely responsible for the cost of installation
and maintenance of all voice and data lines (including but not limited to any costs related to any installation of conduit lines
leading to and from the Leased Premises). Notwithstanding the above, Tenant shall have the benefit of any warranties passed to
Landlord and honored by the vendor or manufacturer during the term of such warranty.


 


Tenant,
at its own expense shall maintain an annual service contract for the air conditioning unit and shall immediately provide a copy
to Lessor. Tenant shall provide a copy of said service contract to Landlord within thirty days of Lease commencement. Failure
to timely provide such service contract is deemed a default under the lease. In addition, if Tenant elects to install hurricane
shutters within the Leased Premises, Tenant shall be solely responsible for the cost of same.


 




    	 	5	 



     


    


 


13.
SUBORDINATION, ESTOPPEL CERTIFICATE AND ATTORNMENT.


 


Tenant
agrees that this Lease shall be subordinate to any mortgage or mortgages or the lien resulting from any financing or refinancing
now or hereafter in force against the land and buildings or which the Leased Premises are a part. This shall be self operative
and no further instrument of subordination shall be required by any mortgagee. However, the Tenant, upon request of any party
in interest, shall execute promptly such instrument of certificates to carry out the intent hereof as shall be required by the
Landlord. Tenant hereby irrevocably appoints Landlord as Attorney in Fact for the Tenant with full power and authority to execute
and deliver, in the name of the Tenant, any such instrument or certificates. If, ten (10) days after the date of a written request
by Landlord to execute such instruments, Tenant shall not have executed the same, the Landlord may at its option cancel this Lease
without incurring any liability on account thereof and the term hereby granted is expressly limited accordingly. Within ten (10)
days after request therefore by Landlord, or in the event that upon any sale, assignment or hypothecation of the Leased Premises
and/or the land thereunder by Landlord an estoppel certificate shall be required from the Tenant, the Tenant agrees to deliver,
in recordable form, an estoppel certificate to any proposed mortgagee or purchaser or to the owner certifying and stating as follows:
(a) this Lease has not been modified or amended (or if modified or amended, setting forth such modifications or amendments); (b)
this Lease as so modified or amended is in full force and effect or if not in full force and effect, the reasons therefore; (c)
Tenant has no offsets or defenses to its performance of the terms and provisions of this Lease, including the payment of rent,
or if there are any such defenses or offsets, specifying the same; (d) Tenant is in possession of the Leased Premises, if such
be the case; (e) if an assignment of rents or leases has been served upon Tenant by a mortgagee or prospective mortgagee, Tenant
has received such assignment and agrees to be bound by the provisions thereof; and (f) any other accurate statements reasonably
required by Landlord, any prospective landlord or Landlord’s mortgagee or prospective mortgagee. It is intended that any
such statement delivered pursuant to this subsection may be relied upon by any prospective purchaser or mortgagee and their respective
successors and assigns and Tenant shall be liable for all loss, cost or expense resulting from the failure of any sale or funding
of any loan caused by any misstatement contained in such estoppel certificate. At the option of the Landlord or any successor
Landlord or the holder of any mortgage affecting the fee of the Leased Premises, Tenant agrees that neither the cancellation nor
termination of any underlying ground lease to which this Lease is now or may hereafter become subject or subordinate, nor any
foreclosure of a mortgage affecting the fee title of the Leased Premises, or the institution of any suit, action, summary or other
proceeding by the Landlord herein or any successor. Tenant covenants and agrees to attorn to the Landlord or to any successor
to the Landlord’s interest in the Leased Premises, or to such holder of such mortgage or ground or underlying lease or to
the purchaser of the mortgaged premises in foreclosure.


 


14.
ASSIGNMENT AND SUBLETTING.


 


Tenant
agrees not to sell, assign, mortgage, pledge or in any manner transfer this Lease or any estate or interest thereunder and not
to sublet the Leased Premises or any part or parts thereof and not to permit any licensee or concessionaire therein without the
previous written approval or consent of the Landlord in each instance; such approval shall not be unreasonably withheld provided
the proposed successor in interest has demonstrated credit worthiness, ability, and experience to carry out the obligations under
the Lease. Tenant shall be subject to a change of tenancy fee equal to one month’s full rent, payable at the time of Landlord’s
consent to assignment, plus any costs incurred by the Lessor including but not limited to attorney’s fees and Court costs,
resulting from any such assignment. Before written approval or consent shall be given of any assignment or sublease of the Leased
Premises, Landlord, in its sole discretion, shall have the option to require Tenant or subtenant to renegotiate any or all terms
(including but not limited to the Minimum Rent) of this Lease. The consent by Landlord to any assignment or subletting shall not
constitute a waiver of the necessity for such consent to any subsequent assignment or subletting. This prohibition against assigning
or subletting shall be construed to include an assignment or subletting by operation of law. If this Lease be assigned or the
Leased Premises or any part thereof be sublet or occupied by anybody other than the Tenant, Landlord may collect rent from the
assignee, subtenant or occupant and apply the net amount collected to the rent herein reserved, but no such assignment, subletting,
occupancy, or collection shall be deemed a waiver of this covenant, or the acceptance of the assignee, subtenant or occupant as
Tenant or release of Tenant from the further performance by Tenant of the covenants on the part of Tenant herein contained. Notwithstanding
any assignment or subleases, Tenant shall remain fully liable on this Lease and shall not be released from performing any of terms,
covenants and conditions of this Lease.


 


If
Tenant is a corporation or any other entity that is not a natural person, the provisions of this Section 14 shall apply to a transfer
(including one or more transfers) of a majority of the stock or ownership interest of Tenant, as if such transfer of a majority
of the stock or ownership interest of the Tenant is an assignment of this Lease. Any such transfer without the prior written consent
of the Landlord shall, at the option of Landlord, be deemed a default by Tenant under this Lease and Landlord shall have all the
rights and remedies granted to it hereunder and by law in case of default.


 




    	 	6	 



     


    


 


15.
INSURANCE AND INDEMNITY.


 


Tenant
agrees to maintain, during the term of this Lease, (i) insurance against loss or damage to the plate glass, (ii) fire and windstorm
insurance covering the contents of the Demised Premises and all the trade fixtures, (iii) public liability insurance in the minimum
amount of One Million Dollars protecting Landlord and Tenant against any liability whatsoever occasioned or happening on or about
the Leased Premises or any appurtenance thereto, and (iv) rent insurance covering all risk coverage, including, but not limited
to the perils of fire, extended coverage and vandalism, in an amount of at least three months rental. Any such policy shall name
Landlord as a first named additional insured. Tenant shall, at the beginning of the term and at all times thereafter, and at least
thirty days before the expiration of any current policy, deliver to Lessor certificates issued by the insurer evidencing that
said insurance and renewal(s) is in force, the premiums paid, and same is not cancelable or modifiable except upon thirty days’
prior written notice to Lessor.


 


Tenant
shall defend, indemnify and hold the Landlord harmless from and against any and all claims, suits, loss, cost and liability including
Landlord’s attorney’s fees on account of injury or death of persons or damage to property, or for liens on the Leased
Premises, caused by a happening in connection with the Leased Premises (including the adjacent sidewalk or driveways and common
areas) or the condition, maintenance, possession or use thereof or the operations thereon. Landlord shall not in any event whatsoever
be liable for any injury to any property or to any property belonging to Tenant any person which may be caused by fire or breakage,
or by the use, misuse or abuse of any of the elevators, hatches, openings, installations, stairways or hallways, or which may
arise from any cause whatsoever, unless due to the gross negligent acts or omissions of Landlord or its agents. Tenant fully understands
that it is the Tenant’s sole responsibility to carry insurance and to look to that insurance as Tenant’s property
or to the building. Lessor shall not be liable for any failure of water supply, gas or electric current, nor for any injury or
damage to any property or any person or to the premises caused by or resulting from gasoline, oil, steam, gas, electricity, or
hurricane, tornado, flood, wind or similar storms or disturbances, or water, rain or snow which may leak or flow from the street,
sewer, gas mains or subsurface therein, or from any part of the premises, or building, or leakage of gasoline or oil from pipes,
appliances, sewer or plumbing works therein, or from any other place, nor for interference with light or other incorporeal hereditaments
by any person, or caused by any public or quasi-public work.


 


16.
SIGNS, FIXTURES, ALTERATIONS.


 


A.
All fixtures installed by Tenant shall be new or completely reconditioned. Tenant shall not make or cause to be made any alterations,
additions or improvements or install or cause to be installed any trade fixtures, exterior signs, floor covering, interior or
exterior lighting, plumbing fixtures, or make any changes to the Leased Premises without first obtaining Landlord’s written
consent and approval, which consent and approval shall be in the sole and absolute discretion of the Landlord. Tenant shall present
to the Landlord plans and specifications for such work at the time approval is sought. Tenant shall only install signs which are
approved by Landlord and the City of Boca Raton and said signs shall be in conformance with Landlord’s criteria for signage.
Tenant shall pay for all costs of signs including installation, maintenance, and costs of obtaining any necessary governmental
permits or approvals. Tenant shall not place any signs or other promotional material on or in windows of Leased Premises. Any
signs shall comply with the sign plan established by Landlord, and shall be at the sole expense of Tenant.


 


B.
All trade fixtures installed by Tenant shall remain the property of the Tenant and be removable at any time, provided Tenant be
not in default at the time, and Tenant shall promptly, at its own expense, repair any damage to the Leased Premises in
removing such trade fixture(s).


 


C.
All improvements and alterations shall be done in a workmanlike manner in keeping with all building codes and regulations and
in no way harm the structure of the Leased Premises, provided that at the expiration of this Lease or any extension thereof, Tenant,
at its expense, restores the within leased premises to its original condition and repairs any damage to the premises resulting
from the installation or removal of such partitions, fixtures, or equipment as may be installed by Tenant if requested to do so
by Landlord.


 




    	 	7	 



     


    


 


D.
The Landlord reserves the right, before approving any such changes, additions, or alterations, to require the Tenant to furnish
it a good and sufficient bond, conditioned that will save Landlord harmless from the payment of any claim, either by way of damages
or liens. All of such changes, additions or alterations shall be made solely at the expense of Tenant; and the Tenant agrees to
protect, indemnify and save harmless the Landlord on account of any injury to third persons or property, by reason of any such
changes, additions or alterations, and to protect, indemnify and save harmless the Landlord from the payment of any claim of any
kind or character on account of bills for labor or material in connection therewith.


 


All
alterations, decorations, additions and improvements made by the Tenant or made by the Landlord on the Tenant’s behalf by
agreement under this Lease, shall remain the property of the Landlord for the term of this Lease, or any extension or renewal
thereof. Such alterations, decorations, additions and improvements shall not be removed from the Leased Premises without prior
consent in writing from the Landlord. Upon expiration of this Lease, or any renewal term thereof, the Landlord shall have the
option of requiring the Tenant to remove all such alterations, decorations, additions and improvements and restore the Leased
Premises. By removing all of Tenant’s trade fixtures, leased equipment and any alterations or improvements which Landlord
requests to be removed before surrendering the premises as aforesaid. Tenant’s obligation to observe or perform this covenant
shall survive the expiration or other termination of the term of the Lease. If the Tenant fails to remove such alterations, decorations,
additions and improvements and restore the Leased Premises, then such alterations, decorations, additions and improvements shall
become the property of the Landlord and in such event, should Landlord so elect, Landlord may restore the Lease Premises to its
original condition for which cost, with allowance for ordinary wear and tear, Tenant shall be responsible and shall pay promptly
upon demand. Upon expiration of the Lease, provided Tenant is not in default, Tenant may remove from the Leased Premises Tenant’s
trade fixtures, furniture and equipment. NOTWITHSTANDING ANYTHING TO THE CONTRARY, LANDLORD SHALL GRANT TENANT THE RIGHT TO PLACE
A SIGN AT THE EAST SIDE OF THE BUILDING FACING EAST AT TENANTS SOLE EXPENSE, SUBJECT TO APPROVAL BY THE CITY OF BOCA RATON.


 


17.
WASTE, NUISANCE, TRASH.


 


Tenant
shall not commit or suffer to be committed any waste upon the Leased Premises or any nuisance or other act or thing which may
disturb the quiet enjoyment of any other tenant in the building in which the Leased Premises may be located or which may disturb
the quiet enjoyment of any person within five hundred (500) feet of the boundaries of the property.


 


Tenant
shall keep the Leased Premises and all glass and doors clean. Tenant agrees that the Leased Premises shall be kept free of pests,
rodents, and insects. At any time during the term of this Lease, Landlord, at its sole and absolute discretion, may require Tenant
to maintain an annual pest control maintenance contract for said Premises. Tenant’s failure to provide Landlord with a copy
of such maintenance agreement within thirty days of Landlord’s request of such, shall be deemed a default under this Lease.
Tenant shall not permit trash, garbage or refuse to be accumulated and to keep same in proper containers on the interior until
they are properly removed. Tenant shall keep all mechanical apparatus free from vibration and noise which may be transmitted beyond
the confines of the Leased Premises and to avoid causing objectionable odors emanating from the Leased Premises.


 


18.
POSTING.


 


That
for the period of three (3) months prior to the expiration of this Lease or any renewal thereof, Landlord shall have the right
to show the Leased Premises and all parts thereof to prospective tenants between the hours of 9:00 A.M. and 5:00 P.M. by appointment
only on any day except Sunday and any legal holiday on which Tenant shall not conduct business.


 


19.
GOVERNMENT REGULATIONS AND ENVIRONMENTAL CONDITIONS.


 


A.
Tenant shall, at Tenant’s sole cost and expense, comply with all of the requirements of all county, municipal, state, federal
and other applicable governmental authorities, now in force or which may hereafter be in force, pertaining to the said Leased
Premises, and shall faithfully observe in the use of the Leased Premises all municipal and county ordinances and state and federal
statutes now in force or which may hereafter be in force.


 


B.
Testing and Remedial Work. Landlord may conduct tests on or about the Leased Premises for the purpose of determining the presence
of any Environmental Condition. If such tests indicate the presence of an Environmental Condition on or about the Leased Premises
which occurs or is contributed to during the Lease term, Tenant shall, in addition to its other obligations hereunder, reimburse
Landlord for the cost of conducting such tests. Without limiting Tenant’s liability under Section 22 hereof, in the event
of any such Environmental Condition, Tenant shall promptly and at its sole cost and expense, take any and all steps necessary
to remedy the same, complying with all provisions of applicable law or at Landlord’s election, reimburse Landlord for the
cost to Landlord of remedying the same. The reimbursement shall be paid by Tenant to Landlord in advance of Landlord’s performing
such work based upon Landlord’s reasonable estimate of the cost thereof, and upon completion of such work by Landlord, Tenant
shall pay to Landlord any shortfall promptly after Landlord bills Tenant therefor, or Landlord shall promptly refund to Tenant
any excess deposit, as the case may be.


 




    	 	8	 



     


    


 


20.
DESTRUCTION OF LEASED PREMISES.


 


If
the Leased Premises or any part thereof shall be damaged by fire or other casualty, this Lease and all of the terms, covenants
and conditions hereof shall, subject to the provisions hereinafter set forth, continue in full force and effect. The Tenant shall
give prompt notice of such damage or casualty to Landlord, and Landlord shall, subject to the provisions of this paragraph hereafter
set forth, upon receiving such notice, proceed, with reasonable diligence and in a manner consistent with the provisions of any
underlying leases and mortgages, to repair, or cause to be repaired, such damage, and if the Leased Premises shall be rendered
untenantable by reason of such damage, the fixed minimum rent shall be abated for the period from the date of such damage to the
date when the damage shall have been repaired as aforesaid; provided, however, that if Landlord shall be unable to collect the
insurance proceeds applicable to such damage because of some action or inaction on the part of Tenant, or the employees, licensees,
or invitees of Tenant, the cost of repairing such damage shall be paid by Tenant and there shall be no abatement of rent. Tenant
acknowledges and agrees that Landlord will not carry insurance of any kind on Tenant’s furniture or furnishings or on any
trade fixtures, equipment, improvements or appurtenances removable by Tenant under the provisions of this Lease, and that Landlord
shall not be obligated to repair any damage thereto or replace the same. Landlord shall not be liable for any inconvenience or
annoyance in any way from such damage or the repair thereof.


 


In
the event that the Leased Premises or the building(s) shall be damaged substantially or destroyed by such fire or other casualty
during the last year of the term of this lease, or of any renewal term, then Landlord may, at its option, terminate this lease
and the term and estate hereby granted by notifying Tenant, in writing, of such termination within thirty (30) days after the
date of such damage, in which case this Lease and the term and estate hereby granted shall expire as of the date specified in
such notice (which date shall not be less than thirty (30) days after the giving of such notice), as fully and completely as if
such date were the date hereinbefore set for the expiration of the term of this Lease, and the rent and all other sums payable
by Tenant under this lease shall be apportioned to the date of such termination.


 


Nothing
herein contained shall relieve Tenant from any liability to Landlord or to its insurer in connection with any damage to the Leased
Premises or to the property by fire or other casualty if Tenant shall be legally liable in such respect. Anything contained herein
to the contrary notwithstanding, it is specifically understood and agreed that Landlord’s obligation to repair and rebuild
pursuant to the foregoing shall be limited to a basic building. Except as herein provided, there shall be no obligation to repair
or rebuild in the case of fire or other casualty. The provisions of this paragraph shall be considered an express agreement governing
any case of damage or destruction of the Leased Premises by fire or other casualty.


 


Notwithstanding
anything to the contrary set forth in this Section In the event (i) of a sale, transfer for value by the Landlord herein, or it
successors or assigns, of its interest in the Building and/or Property as described herein; or (ii) the Landlord herein, or its
successors or assigns, intend to demolish the Building (the Building shall be deemed demolished for the purpose of this paragraph
even though all or part of the foundation, or all or part of the steel structure, roof and exterior walls of the building shall
remain), or decide to make a substantial alteration to the Building, or to the Premises; or (iii) the Landlord herein or its successors
or assigns enters into a lease (a) covering the entire Premises under the Lease or, (b) the entire Building (including or excluding
the land thereunder); or (iv) the Landlord or its successors or assigns shall sell or transfer the Building of which the Premises
form a part then in any of the aforesaid events, (i) through (iv), the Landlord herein, its successors or assigns shall have the
option to cancel this Lease and the term hereof by Notice to the Tenant at least one hundred eighty (180) days prior to the effective
date of such cancellation (“Cancellation Date”) and this Lease and the term hereof shall end and expire on the Cancellation
Date set forth in such notice as if such date were the date originally set forth herein for the end or expiration of this Lease
and the term hereunder.


 




    	 	9	 



     


    


 


21.
EMINENT DOMAIN.


 


If
any and all of the Leased Premises, in its entirety, is acquired by or under the threat of eminent domain for any public of quasi
public use or purpose, then this Lease will terminate as of the earlier of the date of possession of said premises by the condemning
authority or the date of the transfer of title. If ten percent or more of the Leased Premises shall be acquired by or under the
threat of eminent domain, then Landlord or Tenant may terminate this Lease by giving the other party sixty days notice from the
date of transfer of title. Under no circumstances shall there be any abatement of rent, if parts of the Leased Premises are acquired
by or under the threat of eminent domain. If the Leased Premises or any part thereof is acquired, Landlord reserves unto itself,
and Tenant hereby assigns to Landlord, all rights to damages or compensation occurring on account of any such taking or condemnation,
including damages to Tenant’s business. Tenant shall execute such instruments, including subordinations, as may be required
by Landlord or to undertake such other steps as may be requested to join with Landlord in any petition for the recovery of damages
and to turn over to Landlord any such damages that may be received in any such proceeding. If Tenant fails to execute such document
as requested, as herein stated then, and in such event, Landlord shall be deemed the duly authorized irrevocable agent and attorney-in-fact
of Tenant to execute such instruments and undertake such steps as herein stated in and on behalf of Tenant.


 


22.
DEFAULT OF THE TENANT.


 


(1)
If tenant shall default in the payment of any rent or other payments required of Tenant, or any part thereof, and if such default
shall continue for three (3) days after the payment shall be due, or (2) if Tenant shall default in the performance or observance
of any other agreement or condition on its part to be performed or observed, and if Tenant shall fail to cure said default within
ten (10) days after notice of said default from Landlord, or (3) if any person shall levy upon, take, or attempt to take this
leasehold interest or any part thereof upon execution, attachment or other process of law, or (4) if Tenant shall make default
with respect to any other lease between it and Landlord, or (5) if this Lease or any interest therein shall by operation of law
devolve upon or pass to any person or persons other than Tenant, or (6) if Tenant shall fail to move into and take possession
of the Leased Premises and open for business within thirty (30) days after Landlord’s giving notice to Tenant that the Leased
Premises are ready for occupancy by Tenant, or (7) if Tenant shall become bankrupt or insolvent, or file any debtor proceedings,
or take or have taken against Tenant in any court, pursuant to any statute, either of the United States or of any state, a petition
in bankruptcy or insolvency or for reorganization or for the appointment of a receiver or trustee of all or a portion of Tenant’s
property, or if Tenant makes an assignment for the benefit of creditors, or petitions for or enters into an arrangement, or suffer
this Lease to be taken under any writ or execution or attachment, then, in any of said cases (notwithstanding any consent to any
former breach of agreement or condition or waiver of the benefit hereof or consent in a former instance) Landlord lawfully may
immediately, or at any time thereafter, and without any further notice or demand, terminate this Lease and Tenant will forthwith
quit and surrender the Leased Premises, but Tenant shall remain liable as hereinafter provided.


 


If
this Lease shall be terminated, as provided in this Paragraph:


 


A.
Right to Re-Enter. The Landlord may immediately, or at any time thereafter, re-enter and resume possession of the Leased Premises
and remove all persons and property therefrom either by summary dispossess proceedings or by a suitable action or proceeding at
law or in equity, or by force or otherwise, without being liable for any damages therefor. No re-entry by the Landlord shall be
deemed an acceptance of a surrender of this Lease.


 


B.
Right to Re-let. The Landlord may relet the whole or any part of the Leased Premises for a period equal to, or greater or less
than, the remainder of the then term of this Lease, at such rental and upon such terms and conditions as the Landlord shall deem
reasonable, to any Tenant or Tenants which it may deem suitable and satisfactory and for any use and purpose which it may deem
appropriate. In no event shall the Landlord be liable in any respect for failure to collect the rent thereunder. Any sums received
by the Landlord on a reletting in excess of the rent reserved in this Lease shall belong to the Landlord.


 


C.
Additional Remedies. If this Lease shall be terminated as provided in this paragraph, or by summary proceedings or otherwise,
and whether or not the Leased Premises shall be relet, upon Tenant’s default and the termination of this Lease as aforesaid,
all Base Rent, all Additional Rent and any other charges and assessments against Tenant due or to become due under this Lease
as if the same had not been terminated, shall immediately become due and payable. It is expressly agreed that the forbearance
on the part of the Landlord in the institution of any suit or entry of judgment for any part of the rent herein reserved to the
Landlord shall in no way serve as a defense against nor prejudice a subsequent action for such rent. In addition to the monies
due set forth above Landlord shall also be entitled to recover from the Tenant, and the Tenant shall pay to the Landlord i) an
amount equal to all expenses, including reasonable attorney’s fees (including appeals) incurred by the Landlord in recovering
possession of the Leased Premises, and ii) all reasonable costs and charges for the care of the Leased Premises while vacant,
and iii) an amount equal to all expenses incurred by the Landlord in connection with the reletting of the Leased Premises or any
part thereof, including broker’s commissions, advertising expenses, and the cost of repairing, renovating or remodeling
the Leased Premises, which amounts shall be due and payable by the Tenant to the Landlord at such times as the expenses, costs
and charges shall have been incurred.


 




    	 	10	 



     


    


 


D.
The Landlord, at its election, which shall be exercised by the service of a written notice on the Tenant, may collect from the
Tenant and Tenant shall pay, in lieu of the sum becoming due after the service of such notice under the provisions of subparagraph
2 or subparagraph C, an amount equal to the difference between the minimum rent, additional rent, and other charges required to
be paid by the Tenant under this Lease (from the date of the service of such notice to and including the date of the expiration
of the term of this Lease which has been in force immediately prior to any termination affected under this paragraph), and the
then fair and reasonable rental value of the Leased Premises for the same period, discounted to the date of the service of such
notice at the rate of six percent (6%) per annum. In determining the rental value of the Leased Premises, the rental realized
by any reletting shall be deemed prima facie evidence thereof.


 


E.
In the event of a breach or threatened breach by Tenant of any of the covenants or provisions hereof, Landlord shall have the
right of injunction and the right to invoke any remedy allowed at law or in equity as if re-entry summary proceedings, and other
remedies were not herein provided for. Mention in this Lease of any particular remedy shall not preclude Landlord from any other
remedy, in law or in equity. Tenant hereby expressly waives any and all rights of redemption granted by or under any present or
future laws in the event of Tenant being evicted or dispossessed for any cause, or in the event of Landlord obtaining possession
of the Leased Premises, by reason of the violation by Tenant of any of the covenants and conditions of this Lease, or otherwise.


 


23.
ATTORNEYS’ FEES.


 


The
prevailing party shall be entitled to all costs and expenses, including reasonable attorneys’ fees, court costs, and costs
of appeals at trial or appellate levels (whether or not litigation is filed) incurred enforcing the covenants, terms and conditions
of this Lease, and the non prevailing party shall pay such sums on demand of prevailing party.


 


24.
LANDLORD’S LIEN.


 


In
addition to any statutory lien for rent in Landlord’s favor, Landlord shall have and Tenant hereby grants to Landlord a
continuing security interest for all rentals and other sums of money becoming due hereunder from Tenant, upon all goods, wares,
equipment, fixtures, furniture, inventory, accounts, contract rights, chattel paper and other personal property of Tenant situated
on the Leased Premises, and such property shall not be removed therefrom without the consent of Landlord until all arrearages
in rent as well as any and all other sums of money then due to Landlord hereunder shall first have been paid and discharged. In
the event of a default under this Lease, Landlord shall have, in addition to any other remedies provided herein or by law, all
rights and remedies under the Uniform Commercial Code, including without limitation the right to sell the property described in
this paragraph at public or private sale upon five (5) days notice to Tenant. Tenant hereby agrees to execute such financing statements
and other instruments necessary or desirable in Landlord’s discretion to perfect the security interest hereby created. Any
statutory lien for rent is not hereby waived, the express contractual lien herein granted being in addition and supplementary
thereto.


 


25.
ACCORD AND SATISFACTION. 


 


No
payment by Tenant or receipt by Landlord of a lesser amount than the monthly rent herein stipulated shall be deemed to be other
than on account of the earliest stipulated rent, nor shall any endorsement or statement on any check or any letter accompanying
any check or payment as rent be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice
to Landlord’s right to recover the balance of such rent or pursue any other remedy in this Lease provided.


 




    	 	11	 



     


    


 


26.
ENTIRE AGREEMENT.


 


This
Lease and the Exhibits (and Rider, if any), attached hereto and forming a part hereof, set forth all the covenants, promises,
agreements, conditions and understandings between Landlord and Tenant concerning the Leased Premises and there are no covenants,
promises, agreements, conditions or understandings, either oral or written, between them other than as set forth herein. Except
as herein or otherwise provided, no subsequent alteration, amendment, change or addition to this Lease shall be binding upon Landlord
or Tenant unless reduced in writing and signed by them.


 


27.
FORCE MAJEURE.


 


In
the event either party hereto shall be delayed or hindered in or prevented from the performing of any act required hereunder by
reason of strikes, lock-outs, labor troubles, inability to procure materials, failure of power, restrictive governmental laws
or regulations, riots, insurrection, war, act of God, or other reason of a like nature not the fault of the party delayed in performing
work or doing acts required under the terms of this Lease, then performance of such act shall be excused for the period of the
delay and the period for the performance of any such act shall be extended for a period equivalent to the period of such delay.
The provisions of this paragraph shall not operate to excuse Tenant from the prompt payment of rent, percentage rent, additional
rent or any other payments required herein.


 


The
use and occupation by the Tenant of the Leased Premises shall include the use in common with others entitled thereto of the common
areas, employees’ parking areas, service roads, sidewalks and customer car parking areas, hallways, stairwells, elevators,
and other facilities as may be designated from time to time by the Landlord, subject, however, to the terms by any terms of this
Lease.


 


28.
NOTICES.


 


Every
notice, approval, consent request or other communication authorized, required, given or permitted by this Lease, shall not be
effective unless in writing and sent by hand or mail, addressed to the party to whom directed at the address first heretofore
stated or at such other address such party may designate by notice so given and shall be deemed given on the date mailed or delivered
by hand.


 


29.
INTERPRETATION.


 


The
laws of the State of Florida shall govern the validity, performance and enforcement of this Lease. It is agreed that if any provision
of this Lease shall be determined to be void by any court of competent jurisdiction, then such determination shall not affect
any other provision of this Lease, all of which other provisions shall remain in full force and effect, and it is the intention
of the parties hereto that if any provision of this Lease is capable of two constructions, one of which would render the provision
void and the other of which would render the provision valid, then the provision shall have the meaning which renders it valid.


 


30.
NO REPRESENTATIONS BY LANDLORD


 


It
is understood and agreed by the parties hereto that this Lease contains all of the covenants, agreements, terms, provisions and
conditions relating to the leasing of the Leased Premises, and that the Landlord has not made and is not making, and the Tenant,
in executing and delivering this Lease, is not relying upon any warranties, representations, promises, or statements, except to
the extent that the same may expressly be set forth in this Lease. Any monies owed to Landlord pursuant to any prior or subsequent
lease or loan, if any, for this or any other property or purpose between the parties shall remain due and owing, and the same
are hereby designated as “additional rent” hereunder.


 


31.
NO WAIVER.


 


The
failure of the Landlord to insist in any one or more instances upon the strict performance of any one of the covenants, agreements,
terms, provisions or conditions of this Lease or to exercise any election herein contained shall not be construed as a waiver
or relinquishment for the future of such covenant, agreement, term, provision, condition or election, but the same shall continue
and remain in full force and effect. No waiver by the Landlord of any covenant, agreement, term, provision or condition of this
Lease shall be deemed to have been made unless expressed in writing and signed by the Landlord. No surrender of the Leased Premises
or of any remainder of the term of this Lease shall be valid unless accepted by the Landlord in writing. The receipt and retention
by the Landlord of rent or additional rent from anyone other than the Tenant shall not be deemed a waiver of the breach by the
Tenant of any covenant, agreement, term, provision or condition herein contained. The receipt and retention by the Landlord of
rent or additional rent with knowledge of the breach of any covenant, agreement, term, provision or condition herein contained
shall not be deemed a waiver of such breach. The taking of possession of the Leased Premises by the Tenant shall be conclusive
evidence as against Tenant that Tenant accepts same “AS IS” and that said Leased Premises were in good and satisfactory
condition at the time such possession was so taken and that Landlord has complied in all respects with any requirements set forth
in this Lease. If the term “Tenant,” as used herein, refers to more than one person, the Landlord may treat any breach
of this Lease by one of such persons as a breach by all.


 




    	 	12	 



     


    


 


32.
INTENTIONALLY OMITTED.




 


33.
RELATIONSHIP OF THE PARTIES.


 


Nothing
contained herein in this Lease shall be construed by the parties hereto or by any third party as constituting the parties as principal
and agent, partners, or joint venturers, nor shall anything herein render either party (other than a guarantor) liable for the
debts and obligations of any other party, it being understood and agreed that the only relationship between Landlord and Tenant
is that of Landlord and Tenant.


 


34.
SURRENDER OF LEASED PREMISES.


 


Tenant
covenants and agrees that it will, at the termination of this Lease, in whatever manner such termination may be brought about,
promptly surrender and deliver such Leased Premises to Landlord in good condition, ordinary wear and tear expected.


 


35.
HOLDING OVER.


 


Tenant
agrees to provide Landlord prior written notice of its intent to renew its Lease or to vacate the premises, which notice must
be delivered by certified mail so as to be received by Landlord no later than the date that is three months prior to the termination
date of this Lease. If Tenant vacates the premises without providing proper written notice, Tenant forfeits all security deposits
and last month’s rent in addition to any other claims Landlord has against Tenant. If the Tenant shall occupy said Leased
Premises, with the consent of the Landlord, after the expiration of this Lease, and rent is accepted from said Tenant, such occupancy
and payment shall be construed as an extension of this Lease for the term of one (l) month only from the date of such expiration.
In such event, if Tenant desires to terminate said occupancy at the end of any month, the Tenant shall give Landlord at least
thirty (30) days written notice. In the event the Tenant fails to give such notice, Tenant shall be obligated to pay rent for
an additional calendar month following the month in which Tenant has vacated the Leased Premises.


 


If
such occupancy continues without the consent of the Landlord, Tenant shall pay the Landlord, double the amount of rent specified
in this Lease for the time Tenant retains possession of the Leased Premises or any part thereof after termination of the term
by lapse of time or otherwise.


 


36.
CONFIDENTIALITY AGREEMENT


 


Tenant
and Guarantor acknowledge and agree that, except as provided in the following sentence, the terms, conditions, provisions, covenants
and agreements of this Lease are to remain confidential for Landlord’s benefit, and may not be disclosed by Tenant or Guarantor
to anyone, by any manner or means, directly or indirectly, without Landlord’s prior written consent. Notwithstanding the
preceding sentence to the contrary, Tenant and/or Guarantor shall have the right to disclose the terms, conditions, provisions,
covenants and agreements of this Lease to their respective attorneys, accountants, lenders and any potential assignee of this
Lease or subtenant of the Premises. Any violation of this covenant by Tenant or Guarantor shall be deemed a Default under this
Lease and subject to remedies as set forth hereunder.


 


37.
QUIET ENJOYMENT.


 


Upon
payment of the Tenant of the rents herein provided, and upon the observance and performance of all the covenants, terms and conditions
on Tenant’s part to be observed and performed, Tenant shall peaceably and quietly hold and enjoy the Leased Premises for
the term hereby demised without hindrance or interruption by Landlord or any other person or persons lawfully or equitably claiming
by through or under the Landlord, subject nevertheless, to the terms and conditions of this lease.


 




    	 	13	 



     


    


 


38.
MECHANIC’S LIEN


 


In
the event that a mechanics’ or construction claim of lien is filed against the property or the Leased Premises in connection
with any work performed by or on behalf of the Tenant, the Tenant shall satisfy such claim, or shall transfer same to security,
within ten (10) days from the date of filing. In the event that the Tenant fails to satisfy or transfer such claim within said
ten (10) day period, the Landlord may do so and thereafter charge the Tenant, as additional rent, all costs incurred by the Landlord
in connection with satisfaction or transfer of such claim, including attorneys’ fees. Further, the Tenant agrees to indemnify,
defend and save the Landlord harmless from and against any damage or loss incurred by the Landlord as a result of any such mechanics’
or construction claim of lien.


 


39.
IMPROVEMENTS TO REMAIN WITH LANDLORD.


 


Tenant
agrees that any interior walls, carpeting or partitions installed by the Tenant shall remain with the Leased Premises upon the
expiration of this Lease. However, at Landlord’s sole option, Tenant shall remove same within thirty (30) days of expiration
or other termination hereof.


 


40.
EXCULPATION; LIABILITY OF LANDLORD.


 


Anything
contained in this Lease, or at law or in equity to the contrary notwithstanding, Tenant expressly acknowledges and agrees that
there shall at no time be or be construed as being any personal liability by or on the part of Landlord under or in respect of
this Lease or in any way related hereto or the Leased Premises; it being further acknowledged and agreed that Tenant is accepting
this Lease and the estate created hereby upon and subject to the understanding that it shall not enforce or seek to enforce any
claim or judgment or any other matter, for money or otherwise, personally or directly against any officer, director, stockholder,
partner, principal (disclosed or undisclosed), representative or agent of Landlord, but will look solely to the Landlord’s
interest in the real property described in Exhibit “A” for the satisfaction of any and all claims, remedies
or judgments (or other judicial process) in favor of Tenant requiring the payment of money by Landlord in the event of any breach
by Landlord of any of the terms, covenants or agreements to be performed by Landlord under this Lease or otherwise, subject, however,
to the prior rights of any ground or underlying lessors or the holders of the mortgages covering the real property, and no other
assets of Landlord shall be subject to levy, execution or other judicial process for the satisfaction of Tenant’s claims;
such exculpation of personal liability as herein set forth to be absolute, unconditional and without exception of any kind.


 


41.
WAIVER.


 


LANDLORD
AND TENANT HEREBY WAIVE TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM INVOLVING ANY MATTER WHATSOEVER ARISING OUT OF
OR IN CONNECTION WITH (i) THIS LEASE, (ii) THE LEASED PREMISES, (iii) TENANT’S USE OR OCCUPANCY OF THE LEASED PREMISES,
OR, (iv) THE RIGHT TO ANY STATUTORY RELIEF OR REMEDY. TENANT FURTHER WAIVES THE RIGHT TO INTERPOSE ANY PERMISSIVE COUNTERCLAIM
OF ANY NATURE IN ANY ACTION OR PROCEEDING COMMENCED BY LANDLORD TO OBTAIN POSSESSION OF THE LEASED PREMISES. THE WAIVERS SET FORTH
IN THIS SECTION ARE MADE KNOWINGLY, INTENTIONALLY, AND VOLUNTARILY BY TENANT. TENANT FURTHER ACKNOWLEDGES THAT IT HAS BEEN REPRESENTED
IN THE MAKING OF THIS WAIVER BY INDEPENDENT COUNSEL, SELECTED OF ITS OWN FREE WILL, AND THAT IT HAS HAD THE OPPORTUNITY TO DISCUSS
THESE WAIVERS WITH COUNSEL. THIS PROVISION IS A MATERIAL INDUCEMENT TO LANDLORD IN AGREEING TO ENTER INTO THIS LEASE.


 


42.
RADON GAS. 




 


This
clause does not represent a part of the agreement between Landlord and Tenant, but is included in this Lease for the sole purpose
of complying with Section 404.056 of the Florida Statutes which requires that any rental agreement for any building contain the
following notification:


 


“RADON
GAS” - Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities,
may present health risks to persons who are exposed to it over time. Levels of Radon that exceed federal and state guidelines
have been found in buildings in Florida. Additional information regarding Radon and Radon testing may be obtained from your County
Public Health Unit.


 




    	 	14	 



     


    





 


43.
CREDIT CHECK.


 


Landlord
shall have the right to perform credit or other background checks on, and to request current or additional financial information
from Tenant at any time and from time to time during the Term. If Landlord requests any financial information from Tenant, then
Tenant shall provide the same to Landlord within five days after such request. All such financial information (including, without
limitation, current financial statements) shall be in a form acceptable to Landlord and certified by Tenant as true and correct
when delivered to Landlord. Landlord shall use reasonable efforts to maintain all financial information provided to it by Tenant
in a confidential manner.


 


*Upon
the Commencement Date of this Lease, Tenant’s previous Lease dated August 15th, 2011, shall be terminated. Tenant
acknowledges owing a back balance (the “Back Balance”) in the amount of thirty-eight thousand six hundred eighty-two
dollars and eighty cents ($38,682.80). Provided Tenant pays rent by the 10th day of each month during the Initial Term
of the Lease, and is otherwise not in default, Landlord agrees to waive the Back Balance on account as of the date of this Lease,
in its entirety. Notwithstanding the foregoing, Tenant shall be entitled to receive one notice of default, or similar communication
during the Initial Term without forfeiture of the release of the Back Balance set forth in the preceding sentence provided that
such default is cured within the cure period prescribed in such notice.


 


IN
WITNESS WHEREOF, the parties have caused this instrument to be executed as of the day and year first written above.


 


	WITNESSES: 	 	 
	 	 	 
	/s/ Claudia Lupetin	 	TENANT:
	Signature of Witness	 	 






	Printed Name: 	Claudia Lupetin	 	PIZZA FUSION HOLDINGS
    INC.



 


	 	 	 
		 	/s/ Randy Romano
	Signature of Witness	 	Signature of Tenant






	Printed Name: 	 	 	By:
	 	 	Its: President


 


	/s/ Katie
    Dobrinska	 	LANDLORD:
	Signature of Witness	 	 






	Printed Name:	Katie Dobrinska	 	INVESTMENTS LIMITED



 


	/s/	 	/s/ Dave
    R. Tisdale
	Signature of Witness	 	Signature by Landlord 






	Printed Name:	 	 	By: Dave R. Tisdale
	 	 	Its:


 




    	 	15	 



     


    


 


EXHIBIT
“A”


 


BUILDING
RULES AND REGULATIONS


 


1.
The sidewalks, entrances, passages, courts, or vestibules shall not be obstructed or encumbered, nor shall they be used for any
purpose other than ingress and egress to and from the Leased Premises or property.


 


2.
No awnings or other projections shall be attached to the outside walls of the center. No curtains, blinds, shades, interior window
treatments or screens shall be attached to or hung in, or used in connection with, any window or door of the Leased Premises,
without the prior written consent of the Landlord. Such awnings, projections, curtains, blinds, shades, interior window treatments
screens or other fixtures must be of a quality, type, design and color, and attached in the manner approved by the Landlord.


 


3.
No sign, advertisement, notice or other lettering shall be exhibited, inscribed, painted or affixed on any part of the outside
or inside if visible from outside of the Leased Premises or the center without the Landlord’s prior written consent and
in accordance with Landlord’s Sign Plan. In the event of the violation of the foregoing, Landlord may remove same without
any liability, and may charge the expense incurred by such removal to the Tenant or Tenants violating this rule. Interior signs
on doors and directory tablet shall be inscribed, painted or affixed for each Tenant by the Landlord at the Tenant’s expense
and shall be of a size, color and uniform style acceptable to the Landlord. The windows and doors that reflect or admit light
into the Leased Premises shall not be covered or obstructed by any Tenant.


 


4.
Landlord reserves the right to amend the hours of permissible access to the building or center upon written notice to Tenant.
During hours which the building is not available for access to the Tenant as set forth above, Landlord shall have no obligation
to provide building services whatsoever, including but not limited to electrical and HVAC services.


 


5.
The toilets and urinals and other plumbing fixtures in the Leased Premises shall not be used for any purpose other than those
for which they were constructed, and no sweepings, rubbish, rags, or other substances shall be thrown into them. All damages resulting
from any misuse of the fixtures shall be borne by the Tenant who, or whose servants, employees, agents, visitors or licensees,
shall have caused the same. Waste and excessive or unusual use of water shall not be allowed.


 


6.
No Tenant shall mark, paint, drill into, or in any way deface any part of the Leased Premises demised to him or it, or the center
of which they form a part. No boring, cutting or stringing of wires shall be permitted, except with the prior written consent
of the Landlord, and as the Landlord may direct. The expense of any breakage, stoppage or damage resulting from a violation of
this Rule shall be borne by the Tenant who has caused such breakage, stoppage or damage.


 


7.
No animals of any kind shall be brought into or kept in or about the Leased Premises or the property without the prior written
consent of Landlord which may be withheld for any reason.


 


8.
No Tenant shall make, or permit to be made, any unusual or disturbing noises, or disturb or interfere with occupants of this or
neighboring buildings or premises or those having business with them.


 


9.
No Tenant, nor any of the Tenant’s servants, employees, agents, visitors or licensees, shall at any time bring or keep fluid,
chemical or substance, or any matter forbidden or regulated by any insurance company at risk with respect to all or any part of
the property or building.


 


10.
No additional locks or bolts of any kind shall be placed upon any of the doors or windows, nor shall any changes be made in existing
locks or the mechanism thereof, without the express written consent of Landlord. Each Tenant must, upon the termination of his
Lease, return to the Landlord all keys and access cards, either furnished by Landlord to, or otherwise procured by such Tenant,
and in the event of the loss of any keys so furnished, the Tenant shall pay to the Landlord the cost thereof. Neither Tenants,
nor their agents or employees shall have any duplicate keys made.


 


11.
All furniture, building supplies and materials, safes and other heavy property, equipment, machinery and other freight must be
moved into and within the building under the Landlord’s supervision and according to such regulations as supplied by Landlord
but Landlord will not be responsible for loss of or damage to such freight or other items from any cause.


 




    	 	16	 



     


    


 


12.
Landlord shall have the right to prohibit any advertising by any Tenant which, in Landlord’s opinion, tends to impair the
reputation of the property or its desirability as a community office complex, and upon written notice from Landlord, Tenant shall
refrain from or discontinue such advertising.


 


13.
The Leased Premises shall not be used for lodging or sleeping or for immoral or illegal purposes.


 


14.
The requirements of Tenant will be attended to only upon written request to the Landlord. Management employees and contractors
shall not perform any work or do anything outside of their regular duties, unless under special instructions from the Landlord.


 


15.
Canvassing, soliciting and peddling within the property or surrounding area is prohibited and each Tenant shall cooperate to prevent
the same.


 


16.
No part of the property shall be used by any Tenant, or any agent or employee of a Tenant, for any advertising, political campaigning
or other similar use, including, without limitation, the dissemination of advertising or campaign leaflets or flyers.


 


17.
The Landlord may waive or modify any one or more of these rules for the benefit of any particular Tenant of the center, but no
such waiver by the Landlord of any such rule or rules shall be construed as a waiver or modification of such rule in favor of
any other Tenant or Tenants of the center, nor prevent the Landlord from thereafter enforcing any such rule against any or all
of the Tenants of the center.


 


18.
Landlord reserves the right to make such other and further rules and regulations as in its judgment may from time to time be necessary
for the safety and cleanliness of, and for the preservation of good order in the center.


 


19.
Reference to Landlord herein shall at Landlord’s discretion refer to the then Property Manager, if any.


 





	20.	No materials may be
    stored or temporarily placed outside the Leased Premises.
	 	 
	 	Tenant shall have
    no access to the roof of the Center. 




 


21.
Business machines and mechanical equipment used by any Tenant of the Center which cause vibration or noise that may be transmitted
to any other portion of the Center, to such a degree to be reasonably objectionable to Landlord or any other Tenant, shall be
placed and maintained by such Tenant at its expense in a setting of cork, rubber, or spring-type vibration isolators sufficient
to eliminate such vibrations or noise.


 


22.
Dumpster rules & regulations. The dumpster door must remain closed and locked at all times. Trash must be placed only
in the dumpster and nowhere else. No trash bags or other trash is to be thrown over the enclosure wall at any time. All boxes
must be broken down and placed in dumpster. All packing materials (styrofoam peanuts) must be securely bagged. No furniture, loose
files, building materials or bulky items are to be placed in or around dumpster receptacles.


 




    	 	17