cellynx_10q-ex1004.htm











EXHIBIT 10.34


 






 


December 14, 2009







Mr. Frank Romagnano II


Director of Leasing


Dolphin Partners


18818 Teller Ave., Suite 200


Irvine, CA 92612


   



	Re:	
Highpark


25910 Acero, Suite 370


Mission Viejo, California







Frank:







As exclusive representative for CelLynx Group, Inc. (“Lessee”), Lee & Associates - Irvine, Inc. has been authorized to submit this counter proposal to lease space in the above referenced building.  This counter proposal outlines the terms and conditions under which CelLynx Group, Inc. will enter into a lease agreement.








	
Location:

	
Agreed. 25910 Acero, Suite 370, Mission Viejo, California.













	
Premises:

	
Agreed. Lessee will require approximately 2,120 rentable square feet located on the third (3rd) floor.  The exact square footage shall be measured based on Building Owners and Managers Association International Standard (ANSI Z65.1-196) prior to occupancy.













	
Lease Term:

	
Agreed. The initial term of the lease shall be for twenty-five (25) months.













	
Lease Commencement:

	
Agreed. Lease commencement shall be on April 1, 2010.







   



	
Lease Rate:

	
The base monthly lease rate during the lease term shall be as follows:













	
  

	
Months

	
Monthly Lease Rate







 



	
  

	
00 – 01:

	
$0.00

	
Full Service Gross, Per Square Foot








	
  

	
02 – 13:

	
$1.75

	
Full Service Gross, Per Square Foot








	
  

	
14 – 25:

	
$1.80

	
Full Service Gross, Per Square Foot








	
  

	 






	
  

	 






	
Operating Expenses:

	
Lessee shall pay its pro-rata share of increases in operating expenses to the extent such operating expenses exceed the actual operating expenses for Base Year 2010.  Notwithstanding the foregoing, Lessee shall not be subject to pass-throughs during the initial twelve (12) months of its occupancy.













	
Tenant Improvements:

	
Agreed. Lessee shall accept premises “as-is”.







   



	
Parking:

	
Agreed. Per current lease agreement.







 




 




 






Lee & Associates – Irvine Inc.    A Member of the Lee & Associates Group of Companies


111 Pacifica, Suite 310  Irvine, California  92618 /  Office:  949.727.1200   /  Fax:  949.727.1299













 






 



December 14, 2009


Mr. Frank Romagnano II


Page 2


 


 





	
Signage:

	
Agreed. Per current lease agreement.













	

Subleasing &



	
 








	
Assignment Rights:

	
Agreed. Per current lease agreement.













	

Heating, Ventilation



	
 








	

& Air-Conditioning



	
 








	
(“HVAC”):

	
Agreed. Per current lease agreement.













	
Use of Premises:

	
Agreed. Per current lease agreement.













	
Broker:

	
Agreed. Lee & Associates – Irvine, Inc as Lessee’s exclusive representative, shall earn a standard commission equal to four percent (4%) in addition to any additional brokerage incentive program.  All commissions owed shall be paid 100% upon lease execution.  Broker shall look solely to Lessor for payment of said commission.













	

Approval and



	
 








	
Contingencies:

	
All parties understand that this Proposal is not binding between the parties until a lease document is fully executed.  Any further negotiations or proposals will be made contingent upon Lessee’s approval.














 





 











 








December 14, 2009


Mr. Frank Romagnano II


Page 3









 


Lessor and Lessee acknowledge that this proposal is not a lease, and that it is intended as the basis for the preparation of a lease by Lessor.  The lease shall be subject to Lessor's and Lessee's approval, and only a fully executed and delivered lease shall constitute a legally binding lease for said property.  Broker makes no warranty or representation to Lessor or Lessee that acceptance of this proposal will guarantee the execution of a lease for the property.  Broker is not authorized to give legal advice.  If Lessee and Lessor desire legal advice, Broker hereby advises Lessor and Lessee to consult with their respective attorneys prior to executing any document(s).


 


Please respond by 5:00 p.m. on Monday, December 21, 2009.  Thank you for your cooperation.  Please call if you have any questions.







Regards,


 


 



	
/s/ Dave Smith                                                        


Dave Smith

	
/s/ Jason G. Di Rocco                                           


Jason G. Di Rocco


	
Senior Vice President – Partner

	
Associate


	 	 
	
AGREED AND ACCEPTED:







LESSEE:

	LESSOR:
	 	 
	CelLynx Group Inc.	Dolphin Partners
	 	 
	
By: ________________________________

	
By: ________________________________


	 	 
	

Title: _______________________________



	
Title: _______________________________


	 	 
	Date: _______________________________	Date: _______________________________