Exhibit 10.35
LEASE AGREEMENT
THIS LEASE AGREEMENT (the "Lease") made and entered into this 6th day of
September, 2002, by and between LA/GA BUSINESS CENTERS, INC., A GEORGIA
CORPORATION (hereinafter "Landlord") and MEDQUIST TRANSCRIPTIONS, LTD., A NEW
JERSEY CORPORATION (hereinafter "Tenant").
WITNESSETH:
Landlord, for and in consideration of the covenants and agreements set forth
hereinafter, leases to Tenant, and Tenant rents from Landlord the Demised
Premises described below, for the Use set forth and for the Term and at the rent
reserved herein, and subject to the terms and conditions of the Lease.
1.
REFERENCE PROVISIONS AND DEFINITIONS.
Landlord and Tenant covenant and agree that for purposes of the Lease, the
following terms shall have the meanings set forth herein.
1.1.
CENTER.
AMERICAN BUSINESS CENTER, WHICH IS LOCATED AT 1395 SOUTH
MARIETTA PARKWAY IN THE CITY OF MARIETTA, COBB COUNTY, GEORGIA, 30067.
1.2.
DEMISED PREMISES.
BUILDING 600, SUITE 606/608 AT THE CENTER, AND
BEING APPROXIMATELY 19,761 RENTABLE SQUARE FEET AS OUTLINED IN RED ON THE FLOOR
PLAN ATTACHED HERETO AS EXHIBIT "A" AND INCORPORATED HEREIN BY THIS REFERENCE,
WHICH SPACE IS MORE PARTICULARLY DEFINED BY ARTICLE 1.10 HEREOF AND THE RIGHT TO
USE IN COMMON WITH OTHERS THE COMMON AREA OF THE CENTER AS DEFINED IN ARTICLE
1.11 HEREOF.
1.3.
TERM OF THE LEASE OR TERM.
A PERIOD OF 60 MONTHS, COMMENCING ON
(THE "COMMENCEMENT DATE") THE LATER TO OCCUR OF DECEMBER 1, 2002 OR THE DATE
WHEN THE DEMISED PREMISES SHALL BE SUBSTANTIALLY COMPLETED (MEANING SUCH STATE
OF COMPLETION, EXCLUSIVE OF IMPROVEMENTS TO BE PERFORMED BY TENANT OR TENANT'S
CONTRACTORS, AS WILL LAWFULLY ALLOW TENANT TO UTILIZE THE DEMISED PREMISES FOR
ITS INTENDED PURPOSE, WITHOUT MATERIAL INTERFERENCE BY REASON OF FINAL
COMPLETION) AND WHEN A CERTIFICATE OF OCCUPANCY FOR THE DEMISED PREMISES HAS
BEEN ISSUED BY THE MUNICIPAL AUTHORITY OR AGENCY HAVING JURISDICTION OVER THE
DEMISED PREMISES; PROVIDED THAT SUBSTANTIAL COMPLETION SHALL BE DEEMED TO HAVE
OCCURRED IF THE FOREGOING STANDARDS ARE NOT MET BECAUSE OF ANY WORK REMAINING TO
BE PERFORMED BY TENANT OR IF THERE ARE DELAYS CAUSED BY TENANT; FURTHER PROVIDED
THAT IF TENANT SHALL OCCUPY THE DEMISED PREMISES FOR THE PURPOSES OF CONDUCTING
ITS BUSINESS FOR THE PERMITTED USE SET FORTH HEREIN, PRIOR TO EITHER OF THE
FOREGOING DATES, THEN THE TERM OF THIS LEASE SHALL COMMENCE ON THE DATE ON WHICH
TENANT COMMENCES SUCH OCCUPANCY.
WHEN THE COMMENCEMENT DATE OF THIS LEASE IS
ESTABLISHED, LANDLORD AND TENANT SHALL PROMPTLY EXECUTE AND ACKNOWLEDGE A
MEMORANDUM IN FORM SUBSTANTIALLY AS SET FORTH IN EXHIBIT "E" HERETO, CONTAINING
THE INFORMATION SET FORTH IN SAID EXHIBIT.
1.4.
USE.
TO BE USED AS GENERAL OFFICE AND WAREHOUSE SPACE AND FOR NO
OTHER PURPOSE.
1.5.
SECURITY DEPOSIT.
$6,157.24 TO BE HELD AS A SECURITY DEPOSIT
PURSUANT TO ARTICLE 10.4 HEREOF.
THE PARTIES ACKNOWLEDGE THAT THE ENTIRE
$6,157.24 HAS BEEN PREVIOUSLY DELIVERED TO THE LANDLORD BY THE TENANT PURSUANT
THAT CERTAIN LEASE AGREEMENT DATED SEPTEMBER 10, 1998 BETWEEN THE RUBENSTEIN
COMPANY L.P., AS LANDLORD AND MEDQUIST TRANSCRIPTIONS LTD., F/K/A THE