exv10w2



 






Exhibit
10.2




LEASE



THIS LEASE AGREEMENT, made the  3rd  day of  NOVEMBER 2005 ,
by and between JEFFREY L. WHITESELL, WILLIAM A. WHITESELL, NANCY J. REINKE, JOYCE A.
HOFFMAN and ABBY E. WHITESELL, partners doing business as OFFICETOWN EAST CO.,
hereinafter called Lessor, and:




PERFORMANCE HOME BUYERS, LLC

Suite 303 Claypool Building

4130 Linden Avenue

Riverside, Ohio 45432



hereinafter called Lessee:




WITNESSETH:



That for and in consideration of the rentals to be paid, and the covenants and
conditions to be kept as hereinafter set forth, Lessor does hereby lease and let and
Lessee does hereby accept for leasing the following described premises in that
certain office building known as THE  CLAYPOOL 
BUILDING and located at 4130  Linden Avenue, in the City of Riverside,
Montgomery County, Ohio and more particularly designated and described as follows:



Being Suite 303/304-305-306 &, 307 as laid out and shown on Lessor’s plan of
said office building, containing —2,611— square feet, more or
less.



This lease agreement is made upon the following terms and conditions:



1. The term of this lease is for a period of SIX Months commencing on the
29th day of NOV. 2005 , and ending at midnight on the
28th day of MAY 2006 .



2. Lessee shall pay to Lessor a semi-annual rental of SIXTEEN THOUSAND THREE
HUNDRED EIGHTEEN & 75/100—, payable in monthly installments of —
$2,719.80—, each on the first day of every calendar month in advance during
the term hereof.



3. Lessee shall use and occupy the leased remises for general business purposes
provided however, that the use and occupancy of said premises by the Lessee shall at
all times be consistent with the general use and character of the building of which
said leased premises are a part. No other use or occupancy shall be made of the
said premises without the written consent of Lessor in advance of such other use.



4. Lessee shall use and occupy the leased premises in a careful and proper manner.
Lessee shall not use the premises for any purpose or in such a manner as to create a
nuisance or be objectionable to Lessor or other tenants in said building, and shall
not use said premises nor conduct any activity therein that is unlawful or contrary
to valid ordinances, rules, regulations of statutes of the City of Riverside, County
of Montgomery, State of Ohio or United States of America having




 









 







jurisdiction in the matter. Lessee shall not use the leased premises or keep
anything therein which is illegal or which in Lessor’s opinion is dangerous or will
tend to increase the rate for fire and casualty insurance on the building or which
is contrary to or conflicts with any fire or casualty insurance carried by Lessor on
said building.



5. Lessor shall furnish and maintain, without additional charge, drapes, carpeting,
lighting fixtures, heat, air conditioning, elevator in the Claypool Building,
janitor service, window washing, toilets, toilet supplies and hallway drinking
fountains, all in accordance with the best standards used in the operation and
maintenance of office buildings, but Lessor shall not be responsible for the
accidental stoppage or failure of said services or facilities due to causes beyond
the Lessor’s reasonable control.



6. Lessee shall not make or cause to be made any alterations, changes, additions or
other improvements to the leased premises without first obtaining the written
consent of Lessor, which shall not be withheld unreasonably. All such alterations,
changes, additions, or improvements, if consented to by Lessor, shall be made in a
careful, workmanlike manner, consistent with the standard of work and material
existing in the building, and all such alterations, changes, additions or
improvements shall be at the sole cost and expense of Lessee but shall remain and
become the absolute property of Lessor at the expiration or termination of this
lease. In no event shall Lessee place any lettering, sign or symbol upon the
windows or outside walls of the leased premises or other outside parts of the
building.



7. Lessee shall keep the leased premises in a clean, sanitary condition at all
times, and at the expiration or termination of this lease, Lessee shall return the
leased premises to Lessor in as good as condition as the same are at the
commencement of this lease, except for damage by fire, the elements, acts of God and
reasonable wear and tear.



8. Lessor shall maintain the hallways, stairways, toilets and other commonly used
areas of the building in good condition at all times. Lessor also shall keep the
leased premises in a good state of maintenance and repair (including the painting of
all interior walls of the leased premises every five years), except for such
maintenance and repairs as are caused by the negligence, act or fault of Lessee, its
agents, employees or invitees. In the event Lessor does not make the repairs or do
the maintenance work required of it hereunder within a reasonable time after notice
of the need therefore from Lessee, Lessee may do such work or cause the same to be
done and Lessor shall be liable for the reasonable cost thereof, which Lessee may
offset against future rentals due under this lease.



9. In the event the leased premises, or any part thereof, are damaged or destroyed
by fire, the elements or any other cause not the fault of Lessee, so as to render
the leased premises, or any part thereof, untenantable, and such damage or
destruction cannot be repaired or replaced by Lessor within a reasonable time (not
to exceed 90 days), this lease shall not be terminated, but the rentals due
hereunder shall be abated for such period and portion of the leased premises as were
untenantable from such causes until the same are placed in tentantable condition.




 









 







10. Lessee shall indemnify and save Lessor harmless from all claims, demands,
charges and alleged causes of action for damage to property or injury to persons
(including death resulting therefrom) on the leased premises arising in any way for
Lessee’s negligent use and occupancy of the leased premises. Persons, as used
herein, includes Lessee, its officers, agents, employees and invitees, ad well as
other parties.



11. In the event the office building, or any part thereof, of which the leased
premises are a part is taken by right of eminent domain or condemnation, or in the
event the same is sold under threat of condemnation by any public authority or other
party having the right of condemnation, this lease shall be terminated as of the
date of the taking of possession by such other party under those conditions, and
Lessee shall not be entitled to any part of any award or Sale price paid to Lessor
for such taking, but Lessee’s rentals shall be prorated an terminated as to the date
of such termination.



12. Lessee shall have no right to sublet any part of the leased premises nor assign
this lease without first obtaining the written consent of Lessor, provided, however,
that Lessor shall not withhold such consent unreasonably. Any such subletting or
assignment, even when Lessor consents thereto, shall not relieve Lessee of its
obligations hereunder.



13. In the event Lessee defaults in making any payment of rent hereunder when the
same is due, or in the event Lessee breaches any of the covenants, conditions or
other provision to be kept by it hereunder, and such default or breach continues for
a period of ten (10) days after Lessor has mailed written notice thereof to Lessee,
the Lessor at its option, may terminate this lease and re-enter and retake full and
exclusive possession of the leased premises and all part thereof, or Lessor may
re-enter and retake possession of the leased premises for the purposes of reletting
the same as agent for Lessee, and in the case of any such reletting, Lessee shall be
liable to Lessor for any deficiency in rentals received below the amount provided
for in this lease. In the event Lessor re-enters and takes possession of the leased
premises because of default or breach on the part of Lessee or because of
termination or expiration of this lease, Lessor shall not be guilty of any forcible
entry or trespass, nor shall Lessor be responsible for the safekeeping, storage or
protection of any of Lessee’s property in or on the leased premises, but Lessor may
remove or store such property at Lessee’s expense and without liability in any way
to Lessee.



14. Lessee, upon paying the rents and keeping the covenants, conditions and
provisions of this lease, shall have quiet and peaceable possession of the leased
premises during the term thereof.



15. This lease agreement contains the entire agreement between the parties and shall
not be altered or modified in any respect except by an instrument in writing, duly
executed by the parties or their respective successors or assigns.



16. Waiver of any one or more defaults or breaches under this lease shall not
constitute a waiver of the same of any other default or breach subsequently
occurring.



17. All notices required or provided for under this lease may be sent by United
States mail provided, they are addressed to the respective parties as follows:




 









 





Officetown Fast

The Claypool Building

4130 Linden Avenue

Riverside, Oh 45432 (Lessor)




PERFORMANCE HOME BUYERS, LLC

Suite 303 Claypool Building

4130 Linden Avenue

Riverside, Ohio 45432 (Lessee)



or such notice may be sent to such other party at such an address as may be
specified in writing in advance by either party from time to time during the term of
this lease.



18. This agreement, and all of its terms and conditions, shall be binding upon and
shall ensure to the benefit of the parties hereto (including all partners of
Officetown East), their successors, assigns, personal representatives, heirs,
devisees, legatees, and distributees.



IN WITNESS WHEREOF, the OFFICETOWN EAST CO., Lessor, has executed this agreement by
one of its partners thereunto duly authorized, and Lessee has
executed the same or cause the same to be executed by its officer, agent, or
representative thereunto duly authorized.




	 	 	 	 	 
	 	OFFICETOWN EAST CO.

 	 
	 	BY: /s/ Jeffrey L. Whitesell
 	 
	 	Partner, LESSOR  JEFFREY L. WHITESELL 	 
	 	 	 
	 
	 	 	 
	 	                                      BY: /s/ Wayne Hawkins, Member
 	 
	 	Lessee PERFORMANCE HOME BUYERS, LLC 	 
	 	 	 
	 








 









 











C-W PROPERTIES

Officetown East

Suite 155 Claypool Building

4130 Linden Avenue

Dayton, Ohio 45432





	1.	 	PLASTIC CARPET PROTECTORS MUST BE PLACED UNDER ALL OFFICE DESK CHAIRS.
	 
	2.	 	ITEMS THAT WILL NOT FIT INTO THE WASTEPAPER CONTAINERS, AND YOU WISH
THE CLEANING PERSONNEL TO DISPOSE OF, MUST BE MARKED “TRASH” AND PLACED AS
CLOSE TO THE WASTE PAPER BASKETS AS POSSIBLE. NO ITEMS OF ANY KIND ARE TO BE
PLACED IN THE HALLWAYS FOR DISPOSAL
	 
	3.	 	ALL BUILDING DOORS ARE LOCKED BY THE CLEANING PERSONNEL BETWEEN 7:00
P.M. AND 7:30 P.M. DURING THE WEEK. ANY TENANT ENTERING THE BUILDING AFTER
THIS TIME ARE REQUESTED TO LOCK THE DOOR UPON ENTERING, AND LEAVING THE
BUILDING, ESPECIALLY ON WEEKENDS WHEN MANAGEMENT AND JANITORIAL PERSONNEL
ARE NOT HERE.
	 
	4.	 	NO SIGNS ARE ALLOWED IN THE HALLWAYS, AND IT IS THE RESPONSIBILITY OF
THE TENANT TO HAVE THEIR COMPANY NAME PLACED ON THE SUITE DOOR.
	 
	5.	 	SHOULD YOU HAVE LARGE CARDBOARD BOXES TO BE DISPOSED OF, PLEASE
CALL THE LEASING OFFICE — 256-3311 — AND THE MAINTENANCE PERSON WILL TAKE CARE
OF IT FOR YOU.
	 
	6.	 	THERE IS A CONFERENCE ROOM, LOCATED ON THE SECOND FLOOR OF THE CLAYPOOL
BUILDING, THAT CAN BE RESERVED BY ANY TENANT, BY CALLING THE LEASING OFFICE AND
STATING THE DAY AND TIME THE ROOM IS NEEDED.
	 
	7.	 	ALL COMMON AREAS IN THE BUILDINGS ARE POSTED
NON-SMOKING. IT IS LEFT TO THE TENANT TO DECIDE WHETHER HE WISHES HIS
SUITE TO BE SMOKING OR NON-SMOKING.
	 
	8.	 	SHOULD YOU HAVE ANY MAINTENANCE PROBLEMS — FLUORESCENT LIGHT BULBS
OUT, HEATING/AIR CONDITIONING PROBLEMS, ETC., PLEASE CALL THE LEASING OFFICE.
	 
	9.	 	IT IS SUGGESTED WHEN MAKING ARRANGEMENTS, WITH THE TELEPHONE COMPANY,
THAT “POST IT NOTES” BE PLACED ON THE AREA WHERE YOU WANT TELEPHONE JACKS,
ETC., AND ARRANGEMENTS BE MADE FOR THE SERVICE PERSON TO GAIN ENTRY TO YOUR
SUITE.
	 
	10.	 	IN CASE OF AN EMERGENCY AFTER HOURS, PLEASE CALL: 2563311 AND
LEAVE A MESSAGE WITH THE ANSWERING SERVICE. THEY WILL FORWARD THE MESSAGE TO
THE PROPER PERSON.