Exhibit 10.1
LEASE AGREEMENT
by and between
CREF ASPEN LAKE BUILDING II LLC,
a Texas limited liability company
as Landlord
and
Q2 SOFTWARE, INC. D/B/A Q2EBANKING, a Delaware corporation
as Tenant
dated
July 18, 2014
Aspen Lake Two Office Building
Pecan Park Boulevard
Austin, Texas 78750
Table of Contents
Page
I.
1.1
DEMISE OF THE PREMISES
1
1.2
LICENSE TO USE PUBLIC AREAS
1
1.3
RENTABLE AREA
1
1.4
TERM
2
1.5
USE
2
II.
2.1
BASE RENT
3
2.2
ADDITIONAL RENT
3
2.3
RENT PAYMENTS
6
2.4
SECURITY
7
2.5
PERSONAL PROPERTY TAXES
9
2.6
AD VALOREM TAXES
9
III.
3.1
SERVICES
9
3.2
GOVERNMENTAL REGULATIONS
10
3.3
FAILURE TO PROVIDE REQUIRED SERVICES.
10
3.4
ADDITIONAL SERVICES
11
3.5
EMERGENCY GENERATOR; ADDITIONAL EQUIPMENT
11
IV.
4.1
CARE OF THE PREMISES
12
4.2
ENTRY FOR REPAIRS AND INSPECTION
12
4.3
NUISANCE
13
4.4
LAWS AND REGULATIONS; RULES OF THE BUILDING.
13
4.5
HAZARDOUS SUBSTANCES
13
V.
5.1
CONDITION OF THE PREMISES AND THE PROJECT
14
5.2
ALTERATIONS TO THE PREMISES
14
5.3
ALTERATIONS TO THE BUILDING
16
5.4
KEYS AND LOCKS
16
5.5
GRAPHICS, BUILDING DIRECTORY AND NAME
16
VI.
6.1
CONDEMNATION
17
6.2
DAMAGES FROM CERTAIN CAUSES
18
6.3
CASUALTY
18
ii
VII.
7.1
PROPERTY INSURANCE
19
7.2
LIABILITY INSURANCE
19
7.3
OTHER INSURANCE
19
7.4
GENERAL INSURANCE REQUIREMENTS
20
7.5
HOLD HARMLESS; INDEMNITY
20
7.6
WAIVER OF CLAIMS AND RECOVERY RIGHTS
21
VIII.
8.1
LIEN FOR RENT
22
8.2
DEFAULT BY TENANT
22
8.3
REMEDIES
23
8.4
LANDLORD'S RIGHT TO CURE DEFAULTS
25
8.5
NON-WAIVER
26
8.6
HOLDING OVER
26
IX.
9.1
ASSIGNMENT OR SUBLEASE BY TENANT
26
9.2
ASSIGNMENT BY LANDLORD
28
X.
10.1
QUIET ENJOYMENT
28
10.3
LIMITATION OF LANDLORD'S PERSONAL LIABILITY
28
10.3
LIMITATION OF INTEREST HOLDER'S PERSONAL LIABILITY
28
XI.
11.1
SUBORDINATION
29
11.2
ESTOPPEL CERTIFICATE
29
11.3
RIGHT TO CURE LANDLORD'S DEFAULT
30
XII.
12.1
RELOCATION
30
12.2
NAME CHANGE
30
12.3
LEGAL FEES
30
12.4
RADON
30
12.5
USA PATRIOT ACT AND ANTI-TERRORISM LAW
30
XIII.
13.1
NOTICES
31
13.2
MISCELLANEOUS
32
ii
LIST OF EXHIBITS
EXHIBIT A
DESCRIPTION OF LAND
EXHIBIT B
FLOOR PLANS OF THE PREMISES
EXHIBIT C
RENTABLE AREA
EXHIBIT D
WORK LETTER
EXHIBIT E
COMMENCEMENT DATE AGREEMENT
EXHIBIT F
AIR CONDITIONING AND HEATING SERVICES
EXHIBIT G
BUILDING RULES
EXHIBIT H
JANITORIAL SPECIFICATIONS
EXHIBIT I
PARKING
EXHIBIT J
RENEWAL OPTION
EXHIBIT K
FORM OF GUARANTY
EXHIBIT L
OUTDOOR SEATING AREA
iii
LEASE AGREEMENT
THIS LEASE AGREEMENT (this "Lease") is made and entered into as of the __ day of
July 18, 2014 (the "Effective Date"), by and between CREF ASPEN LAKE BUILDING
II, LLC, a Texas limited liability company ("Landlord"), and Q2 SOFTWARE INC.,
D/B/A Q2EBANKING, a Delaware corporation ("Tenant").
In consideration of the rents reserved hereunder and the duties, covenants and
obligations of the other hereunder, Landlord and Tenant hereby covenant and
agree as follows:
ARTICLE I
1.1
DEMISE OF THE PREMISES. Landlord hereby leases, demises and lets to
Tenant, and Tenant hereby leases