Exhibit 10.44
366 MADISON, INC.,
LANDLORD
with
SILIPOS, INC.,
TENANT
LEASE
Dated as of April
, 1995
PREMISES :
A portion of the
Sixteenth Floor
366 Madison Avenue
New York, New York
FISCHBEIN • BADILLO • WAGNER • ITZLER
909 Third Avenue
New York, New York 10022
Hugh M. Heller, Esq.
TABLE OF CONTENTS
Articles
Caption
Page
1
DEMISE - PREMISES -TERMS
1
2
DEFINITIONS
1
3
RENT
3
4
ADJUSTMENT OF RENT FOR CHANGES IN REAL ESTATE TAXES AND WAGE RATES
5
5
PREPARATION FOR TENANT'S OCCUPANCY
7
6
REPAIRS; ALTERATIONS; FIXTURES
9
7
FLOOR LOAD; ODORS; NOISE
11
8
LAWS, ORDINANCES, REQUIREMENTS OF PUBLIC AUTHORITIES
12
9
USE
12
10
INSURANCE
14
11
DAMAGE BY FIRE OR OTHER CAUSE
15
12
ASSIGNMENT, SUBLETTING, MORTGAGING
16
13
NO LIABILITY ON LANDLORD'S PART
20
14
INTENTIONALLY OMITTED
21
15
CONDEMNATION
21
16
ENTRY, RIGHT TO CHANGE PUBLIC PORTIONS OF THE BUILDING
22
17
BANKRUPTCY
23
18
DEFAULTS, REMEDIES AND WAIVER OF REDEMPTION
28
19
LANDLORD'S RIGHT TO PERFORM TENANT'S OBLIGATIONS, REIMBURSEMENT TO LANDLORD,
ADDITIONAL RENT AND PAYMENT THEREOF - LATE CHARGE
31
20
COVENANT OF QUIET ENJOYMENT
31
21
EXCAVATION
32
22
SERVICES AND EQUIPMENT
32
23
ELECTRICITY
34
24
BROKER
36
25
SUBORDINATION
37
26
LEGAL PROCEEDINGS
38
27
SURRENDER OF PREMISES
39
28
RULES AND REGULATIONS
39
29
SUCCESSORS AND ASSIGNS
40
30
NOTICES
40
31
NO WAIVER: ENTIRE AGREEMENT
41
32
INDEX AND CAPTIONS: ESTOPPEL CERTIFICATE
41
33
INABILITY TO PERFORM
42
34
NO REPRESENTATIONS BY LANDLORD
42
35
CONSENTS, JUDICIAL DETERMINATION
42
36
SECURITY
43
37
MISCELLANEOUS
45
38
ENVIRONMENTAL
45
39
SUITES 1601 AND 1611
46
40
RELOCATION
48
EXHIBIT A:
CONDITION OF THE DEMISED PREMISES ON THE COMMENCEMENT DATE
EXHIBIT B:
CLEANING STANDARDS
EXHIBIT C:
RULES AND REGULATIONS
EXHIBIT D:
DEMISED PREMISES
EXHIBIT E:
STATEMENT SPECIFYING COMMENCEMENT DATE
LEASE
Lease dated as of April, 1995, between 366 Madison, Inc., a New York
corporation, with offices at c/o The Galbreath Company, L.P., 437 Madison
Avenue, New York, New York 10022 (hereinafter called "Landlord") and Silipos,
Inc., a New York corporation, with offices at 366 Madison Avenue, 16th Floor,
New York, New York 10017 (hereinafter called "Tenant").
WHEREAS, Tenant desires that a Lease be made to it of such spaces in Building
(as defined in Article 2) for the term, for the rent and upon and subject to the
covenants, agreements, terms, conditions, limitations, exceptions and
reservations herein contained;
NOW, THEREFORE, Landlord and Tenant hereby covenant and agree as follows:
ARTICLE 1
DEMISE - PREMISES -TERMS
1.01.
Landlord hereby demises and
leases to Tenant, and Tenant hereby takes and hires from Landlord, that portion
of the Building more particularly described in Exhibit D hereto (hereinafter
called "the Demised Premises") for the term hereinafter stated, for the rent
hereinafter reserved and upon and subject to the covenants, agreements, terms,
conditions, limitations, exceptions and reservations of this Lease.
l.02.
The term of this Lease and
the estate hereby granted (hereinafter collectively called the "term of this