Exhibit 10.2
OFFICE LEASE AGREEMENT
300 Nickerson Road, Marlborough, Massachusetts
BETWEEN
NORMANDY NICKERSON ROAD, LLC, a Delaware limited liability company
("LANDLORD")
and
BIO-KEY INTERNATIONAL, INC., a Delaware corporation
("TENANT")
OFFICE LEASE AGREEMENT
THIS OFFICE LEASE AGREEMENT (the "Lease") is made and entered into as of
June 30, 2008, by and between NORMANDY NICKERSON ROAD, LLC, a Delaware limited
liability company ("Landlord") and BIO-KEY INTERNATIONAL, INC., a Delaware
corporation ("Tenant").
The following exhibits and attachments are incorporated
into and made a part of the Lease: Exhibit A (Outline and Location of Premises),
Exhibit B (Expenses and Taxes), Exhibit C (Intentionally Omitted), Exhibit D
(Commencement Letter), Exhibit E (Building Rules and Regulations), Exhibit F
(Landlord's Work) and Exhibit G (Form of Letter of Credit).
1.
BASIC LEASE INFORMATION.
1.1
"BUILDING" SHALL MEAN THE BUILDING LOCATED AT 300 NICKERSON ROAD,
MARLBOROUGH, MASSACHUSETTS 01752.
"RENTABLE SQUARE FOOTAGE OF THE BUILDING" IS
DEEMED TO BE 80,724 SQUARE FEET.
1.2
"PREMISES" SHALL MEAN THE AREA SHOWN ON EXHIBIT A TO THIS LEASE.
THE PREMISES IS LOCATED ON THE FIRST FLOOR OF THE BUILDING AS SHOWN ON
EXHIBIT A.
THE "RENTABLE SQUARE FOOTAGE OF THE PREMISES" IS DEEMED TO BE 14,907
RENTABLE SQUARE FEET. LANDLORD AND TENANT STIPULATE AND AGREE THAT THE RENTABLE
SQUARE FOOTAGE OF THE BUILDING AND THE RENTABLE SQUARE FOOTAGE OF THE PREMISES
ARE CORRECT.
1.3
"BASE RENT":
Period or Months of Term
Monthly
Base Rent
Lease Months 1 - 12
$
20,250.00
Lease Months 13 - 24
$
26,397.81
Lease Months 25 - 36
$
27,640.06
1.4
"TENANT'S PRO RATA SHARE": 18.5% FOR THE BUILDING AND 2.3% FOR THE
COMPLEX.
TENANT'S PRO RATA SHARE SHALL BE ADJUSTED FOR CHANGES IN THE RENTABLE
SQUARE FOOTAGE OF THE PREMISES AND/OR THE RENTABLE SQUARE FOOTAGE OF THE
BUILDING AND/OR COMPLEX, INCLUDING, WITHOUT LIMITATION, CHANGES WHICH MAY RESULT
FROM ANY CONDEMNATION OR OTHER TAKING OF A PORTION OF THE BUILDING AND/OR
COMPLEX.
1.5
"BASE YEAR" FOR TAXES:
FISCAL YEAR (DEFINED BELOW) 2009 (I.E.,
JULY 1, 2008 TO JUNE 30, 2009); "BASE YEAR" FOR EXPENSES (DEFINED IN
EXHIBIT B):
CALENDAR YEAR 2009.
For purposes hereof, "Fiscal Year" shall mean the Base Year for Taxes and each
period of July 1 to June 30 thereafter.
1.6
"TERM": A PERIOD OF THIRTY-SIX (36) LEASE MONTHS.
THE TERM SHALL
COMMENCE ON SEPTEMBER 1, 2008 (THE "COMMENCEMENT DATE") AND, UNLESS TERMINATED
EARLY IN ACCORDANCE WITH THIS LEASE, END ON THE LAST DAY OF THE THIRTY-SIXTH
(36TH) LEASE MONTH FOLLOWING THE COMMENCEMENT DATE (THE "TERMINATION DATE").
AS
USED HEREIN, THE TERM
1
"LEASE MONTH" SHALL MEAN A CALENDAR MONTH (OR, IF THE COMMENCEMENT DATE IS NOT
THE FIRST DAY OF A CALENDAR MONTH, THE FIRST LEASE MONTH SHALL BE SUCH PARTIAL
CALENDAR MONTH IN WHICH THE COMMENCEMENT DATE OCCURS PLUS THE FIRST FULL
CALENDAR MONTH THEREAFTER).
1.7
"COMPLEX": THOSE CERTAIN PARCELS OF LAND (APPROXIMATELY 85 ACRES)
AND THE BUILDINGS, THE PARKING AREAS AND OTHER IMPROVEMENTS THEREON, INCLUDING
THE BUILDING, COLLECTIVELY KNOWN AS 100-700 NICKERSON ROAD, MARLBOROUGH,
MIDDLESEX COUNTY, MASSACHUSETTS, ALSO COMMONLY