Fillable Printable Ohio Commercial Lease Agreement Template

Ohio Commercial Lease Agreement Template

Thi s Lease Agreement is entered into as o f _______________, 20___, by and between

________________________________________, ( "Landlord") and

_______________________________________________, ( "Tenant") .

Upon the terms and subject to the conditions hereinafter set forth, Landlord leases to

T enant and T enant leases from Land lord, t he r eal pr oper ty descr ibed in attached E xhibit

"A ", which Exhibit A is incorporated h erein by th is reference, togeth er with all

improvements no w or her eafter locat ed ther eon and all appur tenances and pr ivileges

r elated thereto, all of which ar ea is hereinafter r efer r ed to as t he "Premises."

Sect i on 1. Lease Term. T he lease t er m shall commence on _____________, and shall

ter minate o n _____________.

Sect ion 2. Rent. The annual r ent for the lease t er m shall be $__________________,

payab le in equal monthly in stallments of $_______________, each, in advance of the

fir st day of each calendar month thr oughout t he lease ter m. Tenant shall pay the first and

last month's r ent to Landlor d at the time of the parties' execut ion of this Lease. I f the

lease term commences on a day other than t he fir st day of a calendar month, t he first

month's rent shall be adju sted accordingly.

Sect i on 3. Use of th e Premises. T enant 's use of the P r emises shall be in a lawful, car eful,

safe, and proper manner , and T enant shall car efully pr eser ve, pr otect, cont r ol and guar d

the same fr om damage. T enant shall no t use the parking area or the ingress and egress

ar ea of the Pr emises in an unreasonable manner so as to int er fere with t he nor mal flow of

tr affic or the use of such ar eas by occupants of proper ties adjacent to the P r emises.

S ect i o n 4. Ta xes an d Assessment s. T e nant shall pay all r eal estate taxes and assessment s

becoming due and payable with r espect to the P r emises during t he lease ter m and any

extension t hereof, and all taxes or other char ges imposed dur ing t he lease ter m or any

extension t hereof with r espect to any bu siness conducted on t he Pr emises by T enant or

any per sonal pr operty used by Tena nt in co nnection therewith. T a xes, assessments or

othe r cha rges which Tenant is oblig ate d to pa y or cause to be paid hereunder and which

r elate to any fr action of a tax year at the co mmencement or ter minat ion of this Lease shall

be pr or ated based upon the ratio that the nu mber of days in such fr actional tax year bears

to 365.

Tenant shall h av e the right to con test, object, or oppose the legality or validity of any tax ,

assessment, or charge, pr ovid ed that prompt notice of such contest, objection, or

opp os ition be give n to L andlord, and provided fu rthe r that Te nant p romp tly the re after s e t

aside in a separate escr ow account fu nd s equal to the amou nt of the taxes, assessments, or

char ges being co ntested, objected, or opposed by T enant . T enant agr ees t o hold Land lor d

harmless fr om and to fully pay and dischar ge the amou nts finally determined to be due

following the exer cise of such right to contest, object or oppose, together with any

penalties, fines, int e r ests, costs, or expenses t hat may accrue, or have accrued, ther eon

and T enant shall apply the fund s so set aside under this Section 4 o f fully dischar ge its

obligation s hereun der.

If at any time during t he lease ter m or any extension ther eof, the method of taxatio n

prevailin g at the commencemen t of the lease term shall be altered so as to cause th e

whole or any par t of the taxes, assessments, or char ges no w or hereafter levied, assessed

or imp osed o n real estate and improvement ther eon to be levied, assessed or imposed

wholly or par tially as a capital levy, or otherwise, on the r ent s r eceived t here fr om,

T enant shall pay and discharge the same with respect to the r ents due her eunder .

Sect ion 5. Utilities. Tenant shall promptly pay or cause to b e paid all ch arges incurred

for all utility services furn ish ed to the Premises, including with out limitation , teleph on e

ser vice, sanitar y sewer , water , nat u r al gas, and electr icity. Tenant shall also provid e all

replacement light bulbs and tubes and pay for all maintenance of all ut ilities durin g th e

lease term and any ext ension ther eof.

Lan dlord does not warrant th at any of th e utility services ab ov e-mention ed will be free

fr om inter r uptions caused by war , insurr ection, civil commotion, r iots, acts of God or the

enemy, governmen tal action , lockouts, picketing (wh ether legal or illegal), accidents,

in ab ility of Landlord to obtain fuel or supplies, or any other cause or causes beyond the

r easonable contr ol of Landlor d . Any such int er r uption of ser vice shall no t be deemed an

eviction o r distur bance o f T enant 's use and po ssession of the P r emises, or any par t

thereof, or re nde r Landlord liable to Tenant for da mages , or relieve Te nant from the

p erforma nce of Te nant's oblig ations und er this Leas e. L andlord shall have no

respon sibility or liab ility for the failure of any public or private utility to supply sufficient

or adequate utility serv ices to th e Premises.

Sect io n 6. Compli ance wi t h Laws. If any law, ordinance, order, rule o r regulat io n is

passed or enact ed by any governmental agency or depar tment having ju r isdiction over the

Pre mis es or Tenant's us e of the s ame which re qu ires Te nant to modify or a lte r its

op er ations or use of the P r emises, this Lease shall in no way be affected and T enant shall,

at its sole cost and expense, pr omptly comply with such law, or dinance, order , r u le, or

regulatio n.

Sect ion 7. Maintenance and Repair. S ubject to the pr ovisions o f S ectio n 11, below,

relatin g to destruction of or damage to the Premises, and Section 12, below, relating to

condemnat ion of the P r emises, Tenant shall, at its sole cost and expense, keep and

maintain th e Premises, including with out limitation , the roof , exterior, foun dation,

str u ctur al and o per ational par ts (cooling, heating, air conditioning , plumbing equipment

and fixt ur es) , paving and landscaping, sno w and ice r emoval, int er ior maint enance

( floor s, door s, toilets, light r eplacement, etc. ) , and all other elements or systems of the

Premises, in a condition and repair similar to its original condition and repair, reason ab le

wear and t ear except ed. Replacement and r epair par ts, materials, and equipment used by

Ten an t to fulfill its obligations hereun der shall b e of a quality equivalen t to those in itially

in stalled with in the Premises. A ll repair and main tenance work sh all b e done in

accor dance with the then exist ing federal, state, and local laws, r egulations and

or dinances pertaining t hereto. E xcept as other wise pr ovided in Sections 11 and 12,

below, Landlord shall have no obligation whatsoever with r espect to the maint enance and

repair of the Premises.

Sect ion 8. Indemnity and Insurance. Tenan t shall in demnify Landlord for, defend

Lan dlord against, and save Lan dlord harmless from an y liab ility, loss, cost, in jury,

damage, or other expense that may occur or be claimed by or with r espect to any per so n

or pr oper ty on or abo ut the Premises r esulting form the use, misuse, occupancy,

possession, or unoccupancy of the P r emises by T enant, its agent s, employees, licensees,

invitees or guests. E xcept where any loss, cost, inju r y or damage is the r esult of

Lan dlord's sole fault or n egligence, Lan dlord shall n ot h ave an y liability for an y loss,

cost, injury or damage to the P r emises, to Tenant or T enant's employees, agents,

licensees, invitees or guests or to any pr oper ty of such persons. Except as set for th in the

Section 8, Landlord shall not b e respon sible or liab le for loss or damage to th e conten ts of

any imp r oveme nts on the P r emises, r egar d less of who owns the content s and regar d less

of how or by whom the loss or damage is caused.

At its sole cost and expense, T enant shall obtain and t hereafter maintain in full for ce and

effect, at all times during t he lease ter m and any ext ension ther eof, the following

insur ance with r espect to the P r emises:

(a) compreh en siv e public liab ility insurance h avin g limits of not less than

$500, 000 for bodily injur y o r death to one person, $500, 00 fo r bodily injur ies o r

death ar ising ou t of one o ccur r ence, and $200,000 for pr operty damage;

(b) fir e and ext end ed coverage insur ance in an amount equal to at least 85 per cent

of the curr ent r eplacement valu e of the P r emises, which replacement value shall

be r edeter mined by Landlord at the beginning of each year of the lease term and

any extension ther eof. Landlor d shall, upon each such redetermination, give

w ritte n notice to Tenant of such re de te rmined re pla cement va lue . If Tenant fails

to object to such r edetermined replacement value within 21 days after its r eceipt

of written no tice thereof, such value shall be deemed acceptable to Tenant. I f

T enant does object to such r edeter mined replacement value, the r eplacement

value of the P r emises shall then be det ermined by an appraisal by a fir m or per son

s e lecte d by Landlord a nd approve d by T enant. Such firm or pe rs on's

deter mination o f the replacement value of the P r emises shall be conclu sive and

binding u pon L andlord and Tenant. The c os t of any s uc h apprais al sha ll be borne

equally by Land lor d and T enant . I f the replacement value of the Premises

determined b y such an appraisal is high er th an th e then existin g limits of fire an d

extended insurance cover age, T enant shall, at its sole cost and expense, pr omptly

cause such insuran ce limits to b e increased to the n ew replacement valu e of the

Pr emises. T he fir e and ext ended co verage insur ance po licy shall specifically

provide that Land lor d and any mortgagee or lessor of Landlor d ar e additional

insur eds and t hat all payment s shall be made as their int er ests appear .

E ach insurance policy fu r nished under this Section 8 shall be issued by a r esponsible

insur ance co mpany acceptable to Land lord which co mpany shall be aut ho r ized to do

bu sines s in Ohio, a nd s uc h ins urance cove ra ge may be written und er a blanke t p olicy or

policies ob tained by Tenant, wh ich policy or policies may include other real estate owned

or leas ed by Tenant. Landlord , Te nant a nd a ny mortgagee or les s or of La ndlord s hall all

be named as insur ed par ties in each such insur ance po licy, and each po licy shall pr ovide

for written notice to Landlord and to any mor tgagee or lessor of Landlord at least ten

days prior to any cancellation, modification, or lapse ther eof. T enant shall fur nish

Lan dlord with memorandum copies of such insuran ce policies prior to the

commencement of the lease ter m.

Sect ion 9. Alterations and Improvements. Te nant s ha ll have the right to make , a t no

expense to Landlor d, imp r ovement s, alter ations, or additions ( hereinafter collectively

r efer r ed to as "Alteration") to the Premises, whet her structur al or no nstr uctur al, int er ior or

exter ior, pr ovided that :

(a) no Alteration shall be made without the prior written consent of Landlord,

w hich consent s ha ll not be unreas ona bly withhe ld ;

( b) no Alter ation shall reduce or otherwise impair the value of the P r emises;

all required permits and authorization s of all govern mental auth orities h aving

jurisdiction with respect to such Alteration;

(d) any Alteration sh all b e made in a good workman like man ner an d in

comp liance with all laws, ordinances, r egulations, codes, and permits;

(e) Ten an t sh all h old Lan dlord harmless from and again st any liens and claims for

wor k, labor, or materials supplied to the P r emises at the dir ection of T enant , and

in the ev ent th at any such lien s or claims shall b e filed for work, labor or materials

supplied to the P r emises at the direction o f Tenant, T enant shall, at Land lord 's

op tion, either escr ow an amount equal to the amount of the lien o r claim being

filed, or obtain a bon d for th e protection of Lan dlord in an amoun t not less th an

th e amoun t of th e lien or claim being filed; an d

(f) any A lteration sh all b ecome and remain the property of Landlord un less

Lan dlord oth erwise agrees in writing.

Section 10. Signs. T enant shall have the r ight to install and o p er ate, at its sole cost and

expense, any sign o r signs on the P r emises which shall not be in violation of any law,

statute or or dinance, and T enant shall have t he right to remove the same, pr ovided that

Ten an t must repair an y damage to th e Premises caused by such remov al.

Sect io n 11. Damage to Premi ses. I f by fir e or other casualty the Premises are destroyed

or damaged to the extent that T enant is deprived o f o ccupancy or use of the P r emises

(meaning such destr uction canno t be repair ed or r estored within 120 days o f the

occur r ence of the fir e or other casualty Landlord may elect to:

( a) cause the r estor ation o f the P r emises to substant ially the same cond ition as

existed befor e such damage or destru ction; o r

( b) cancel this Lease as o f the dat e of such fir e or casualty by giving written

notice to Tenant not more than 30 days thereafter. Should Landlord elect to

pr oceed under ( a) , abo ve, r ent shall abat e unless T enant continues to par tially

occupy the P r emises in which case Tenant shall pay all rent on a pr orated basis,

until th e Premises are restored, equal to an amount obtained b y multiplyin g the

then existing monthly rent by a per cent age equal to the fraction which has as its

numerator the amount of squar e feet in t he imp r ovement s of the P r emises which

is in capable of bein g used for its inten ded purpose and as its den omin ator the total

amou nt of squar e feet in the impr ovement s on the pr emises. I f such damage does

not depr ive T enant of occupancy or use of the P r emises, Landlord shall pr oceed

with due diligence to cause the restoration of the Premises to sub stan tially the

same condition as exist ed befor e such damage. I n such latter event , r ent shall no t

abate. T enant shall fully coop er ate with Landlor d in making available to Land lord

for the purpose of so r estor ing t he Pr emises all insur ance proceeds payable under

Section 8 as a r esult of fir e or other casualty damage to the Premises.

Sect ion 12. Condemn ation. If all or materially all of th e Premises are

taken in appr opr iation proceedings or by r ight of eminent domain or by the

threat of the same, then this Lease shall terminat e as of the dat e Tenant is

deprived o f o ccupancy ther eof, and T enant 's obligations under this Lease,

e xcept obliga tions for rent a nd other charg es herein to be pa id by T enant

up to the date thereof, shall ter minat e. Fo r pur poses of this Lease,

"materially all of the P remises" shall be considered as ha ving been t aken if

the po r tion of the Pr emises taken, due either to the area so taken or the

location of the portion taken , would leave the remain ing portion not so

taken insufficient to enable tenant to effectively and economically conduct

it bu siness at the Pr emises.

I f Less than mater ially all the Pr emises are taken in appropr iation

proceedings or by r ight of eminent domain or by the threat ther eof, then

this Lease shall not ter minate as a r esult of such t aking, but Land lor d shall

promptly repair an d restore the Premises to substantially th e same

con dition as existed immediately before such takin g. Un til such repair an d

r estor ation are comp leted, r ent shall be abated in the pr opor tion of the

nu mber of s qua re feet of improvements on the Premise s of which Tenant

is deprived bears to the total squar e feet of such imp r ovements

immediately prior to such takin g. Th ereafter, if the n umber of square feet

of improvemen ts is less th an th e total of th e same prior to such takin g, ren t

shall be r educed in the pr opor tion t o which the nu mber of squar e feet of

improv emen ts ex isting after such repair and restoration is less th an th e

total of the same prior to such taking.

All damages awar ded for any such taking shall belong to and be t he

pr op er ty of Landlord, whether such damages shall be awarded as

compensation for dimin ution in value to th e leasehold or to th e fee of the

Pr emises, or other wise, pr ovided, ho wever, that T enant shall be entitled to

any por tion o f the awar d made to T enant for r emoval and r einst allation of

Ten ant's fix tures or for th e cost of Tenant's immov able fixtures, if any.

Sect ion 13. Default. If Tenant fails to pay an y installment of rent or make

a ny other payment requ ir ed to be ma de by Te nant whe n the sa me s hall

become due and payable her eunder, or if Tenant fails to observe and

p erform a ny other provision, c ove na nt, or cond ition of this L eas e re qu ired

under this Lease to be observed and per fo r med by T enant within 15 days

a fte r L andlord s hall have given notice to Tenant of the failure of Te nant to

observe and perfor m the same, or if Tenant abandons or vacat es the

Pr emises during the continuance o f this Lease, or if Tenant makes an

assignme nt for the benefit of cr editor s or enter s int o a composition

agr eement with its cr editor s, or if the inter est of T ena nt in t he Pr emises is

attached, levied upon, or seized by legal pr ocess, or if this Lease is

assigned in violation o f the t er ms hereof or is ter minated by op er ation o f

law, then , in any such ev ent, immediatel y or at an y time thereafter, at the

op tion o f Landlor d , Land lord shall, as it elects, either:

(a) declare this Lease to b e in default, in which ev ent th is Lease shall immediately

cease and ter minate, and Land lord may possess and enjoy the P r emises as though

this Lease had never been made, without prejudice, ho wever , to any and all r ights

of a c tion w hen L a ndlord may have against Tenant for rent a nd othe r c ha rges

payable by Tenant her eunder ( both past due and futur e r ent due Landlord and past

due and futu r e charges payable by T enant) , damages, or br each o f covenant , in

respect to which Tenan t shall remain an d con tin ue liable notwithstandin g such

termin ation ; or

( b) r elet the P r emises, or any par t thereof, for such t er m or terms and on such

conditions, as Landlord deems appr opr iate for and o n behalf of T enant , for the

highest r ent al r easonably attainable in t he judgment of Landlor d , which reletting

shall no t be consider ed as a sur r ender or acceptance back o f the Pr emises or a

ter mination o f this Lease, and recover from T enant any deficiency between the

amount of r ent and all other charges payable by T enant under this Lease and those

amou nts obt ained fr om such reletting, plus any expenses incurr ed by Landlor d in

con nection with such reletting, in cludin g, with out limitation , the ex pen ses of any

r epair s or alter ations Landlor d deems necessary or appr opr iate to make in

connection with such reletting and all sums expended for brok er age commissions

and r easonable attor neys' fees, but Land lord shall be under no duty to r elet the

Premises; or

h av e been paid by Tenant ov er the balance of the lease term to be immediately

due and payable, witho ut prejudice, however, to any and all other r ights of action

w hich L andlord may have a ga ins t Te nant for pa s t d ue re nt a nd othe r c ha rges

payable by T enant her eunder, damages or breach of covenant , in respect to which

Ten an t sh all remain and con tin ue liable notwithstandin g Landlord' s election to

proceed under this clause (c) .

In t he event that a bankr uptcy or inso lvency pr oceeding is filed by or against T enant, or if

a cour t of co mp etent ju r isdiction or other gover nment al author ity appr oves a pet ition

seekin g a reorgan ization , arrangement, composition or other similar relief with respect to

T enant, or appoints a t r ustee, r eceiver or liquidator of T enant or of all, or substantially all,

of Tenant's property or affairs, or assumes custody or control of all, or substantially all, of

the proper ty or affair s of T enant, Landlor d shall have the right to elect any of the

r emedies set forth abo ve. I f this Lease is assumed or assigned t o a trustee, r eceiver,

liquidator or other court- appoint ed person or entit y witho ut Landlo r d's prior wr itten

consent , the par ties and their r espective successor s (w hether by oper ation of law or

other wise agree that, upon such an assignment or assumption, all defaults of Tenant pr ior

to such assignment or assumption mu st be cur ed or that adequate assur ances t hat such

defaults will be promptly cured must b e giv en and that adequate assurances of future

per for mance under this Lease must be provided. S uch adequat e assur ances shall mean

that a bo nd shall be issued in favor of Landlor d in t he amount equal to one year 's futur e

rent and t hat an amount equal to all existing monet ar y obligations of T enant which are in

default shall be escr owed with an escrow agent acceptable to Landlor d . Additionally, all

past due mon etary ob ligations of Tenan t which are in default sh all b e paid to Lan dlord

with in 60 days after the assign ment or assumption and ren t will be curren tly and

con tinually paid on a timely basis commencin g with the first day of th e month following

the 60th day of the assignment and assumption.

Section 14. Non- Waiver and Right to Cure Default s. Neither a failure b y Lan dlord to

exer cise any of its options hereunder, no r a failur e to enfor ce its r ights or seek its

remedies upon any default, no r an acceptance by Landlor d of any r ent accruing befor e or

after any default, shall affect or constitu te a waiver of Landlord 's r ight to exercise such

option, to enfor ce such r ight , or to seek such remedy with respect to that default o r to any

prior or sub sequen t default. The remedies provided in th is Lease sh all b e cumulativ e and

shall no t in any way abr idge, modify o r pr eclude any other r ight s or r emedies t o which

Land lor d is entitled, either at law or in equity.

I f T enant fails to pay by their r espective due dates all r ents, charges or other oblig ations

to be paid by it pursuant to the terms hereof, or fails to make necessary repairs to the

Premises, or fails to perform an y oth er duties which it is required to perf orm h ereun der,

then Land lord , at its option, may do so and t he amount of any expend iture attr ibutable to

such action by Landlo r d , plus accrued interest at the r ate o f ____________ percent

(____% ) per annum fr om the time each such expenditure is made until r eimbur sed, shall

immediately b ecome due and payab le to Lan dlord an d shall b e considered additional ren t

her eunder; but no such payment or comp liance by Landlor d shall constitu te a waiver of

any such failu r e by T enant or affect any right or r emedy of Landlor d with r espect thereto.

Section 15. Cooperat ion Respecting M ort gages. T enant leases the Pr emises subject to

any mor tgages now or her eafter placed upon the Premises and agr ees to cooper ate with

Lan dlord in an y attempts Landlord or Lan dlord' s lessor may make from time to time to

obtain mortgage financin g secured b y th e Premises. Ten an t shall furn ish to Landlord or to

Landlord's lessor such wr itten infor mation and execute such document ation concerning

this Lease as ma y be r e quested by Landlor d or Land lord 's lessor in co nnection with

e xis ting mortga ge financing. Tenant s ha ll, at the reque s t of La ndlord or Landlord's les s or,

for mally subject and subor d inate its int erest in this Lease.

Sect ion 16. Estoppel Certificate. Te nant s ha ll, at Landlord's reque s t u pon not les s tha n

ten days' prior no tice by Landlord , execute, ackno wledge, and deliver to Landlo r d , or

such other par ty as Land lord may specify, a statement in writing cer tifying that this Lease

h as not b een modified an d is still in full force and effect (or if modified, th at th e same is

in fu ll force and effect as modified and st ating the modifications), and t he dat es to which

the rent a nd any other obligations to be pa id here und er by Te nant ha ve been paid, a nd

s ta ting whethe r or not, to the be st of the know ledg e of Tena nt, Te nant or L a ndlord is in

default in per formance o f any obligation hereunder , and if so, specifying each such

default .

Sect ion 17. Holding Over by Tenant. If T enant shall continu e in possession of the

Pr emises beyond the terminat ion of the lease ter m, such hold ing over shall be co nsider ed

a n exte ns ion of this Leas e for a one -month period and so on, fr om month to month, u ntil

terminated by either party by giving not less than 30 days written notice of termination to

the o ther . S uch holding o ver shall be upo n t he same ter ms and conditions as ar e set for th

in this Lease.

Sect ion 18. Surrender of Premises. Upo n t er mination o f this Lease, whet her by lapse of

time or otherwise, or upon the exercise by Landlor d of the power to enter and repossess

the Pr emises witho u t ter minat ing t his Lease, as hereinbefor e pr ovid ed, T enant shall at

once surr end er possession of the P r emises to Landlor d in a co ndition and or der of r epair

substantially similar to its original condition an d order of repair upon the commencemen t

of the lease ter m, r easonable wear and t ear and damage by event s of casualty described in

Section 1, excepted, and shall at once r emove all of T enant's personal pr oper ty and t r ade

fixt ur es fr om the P r emises. Upon any such ter minat ion, Tenant shall, as dir ected by

Land lor d , either r emodel any addition to the P r emises co nstructed by T enant under

Section 9, abov e, so as to facilitate use of such addition for office operation s or remov e

such addition from the Premises. Any such r emodeling or r emoval of any addition to the

Pr emises shall be made by Tenant at its sole cost and expense. I f, upon any such

ter mination, T enant does not at once surr end er possession of the P r emises and r emove

such of its property as allowed b y Landlord, Landlord may forthwith re-enter and

repossess the same an d remove all of Tenant's property without bein g guilty of trespass

or of forceful entry or detain er or with out incurring any liab ility to Tenan t for loss or

d amage to Tenant's prope rty. U pon any s uch remova l of Tenant's prop erty, it shall be

consider ed to have been abandoned and may either be r etained by Landlor d as its

pr op er ty or may be disposed of at public or pr ivate sale as Landlor d sees fit. I f any such

proper ty is either sold at public or pr ivat e sale or r etained by Landlor d , the pr oceeds of

any such sale or the then cur rent fair mar k et value of the pr oper ty, as the case may be,

s ha ll be applied by L andlord a gainst Landlord's expe ns es of re mova l, stora ge or sale of

such pr oper ty, the ar r ear s of r ent and other char ges or fu tur e r ent and other char ges

payable hereunder , and any other damages t o which Landlord may be entitled her eunder .

T enant shall r epair, at its sole cost and expense, any damage to the P r emises r esulting

from th e remov al of its property as allowed h ereun der.

Sect ion 19. Entry by Landlord. Landlord shall have the right to enter upon the Premises

at all reasonable times for the pur pose of inspect ing the same, and during the last year of

the lease ter m, or any r enewal or extension t hereof, Landlor d may exhibit the same for

sale or r ent ; provided, ho wever, that Landlord shall not unr easonably int er fer e with

T enant's use of the Pr emises.

Section 20. Time of the Essence. T ime is of the essence in the per for mance and

observance o f each and every term, covenant and cond ition o f this Lease by both

Landlord and Tenant.

Section 21. Not ices and Payment of Rent . Any payment of r ent, no tice, exercise of

option or election, communication, request or other document or demand required or

d es ir ed to be given to L andlord or Tenant s ha ll be in writing and s hall be deemed give n:

(a) to Landlo rd when delivered personally t o t he managing partner of Landlord o r

when deposited in t he United States mail, fir st- class, postage pr epaid, addr essed

to L a ndlord at its add re s s s et forth a t the be ginning here of; and

(b) to Tenant when deliver ed in perso n t o an officer of T enant or when deposited

in the United States mail, first-class, postage pr epaid, addr essed to T enant at its

a ddres s s et forth a t the be ginning here of. Eithe r party ma y, fr om time to time,

change t he address at which such wr itten notices, exercises of options or

elections, commu nications, r e quests, or other documents or demands are to be

mailed, by giving the other par ty wr itten notice of such changed addr ess.

Section 22. Assignment . Tenant shall not assign this Lease or sublet the P r emises, or any

part ther eof, witho ut the pr ior wr itten co nsent of Landlor d, which consent may be subject

to ter ms and co nditions as Landlor d consider s necessary in o r der to pr otect its inter est in

the premises; pr ovid ed, ho wever , that no assignment of this Lease, whet her by act of

tenant or by oper ation o f law, and no sublease of the pr emises, or any par t thereof, by or

from ten an t, shall relieve or release ten ant from any of its obligations h ereun der.

Section 23. Governing Law. This Lease shall be subject to and gover ned by the laws of

the State of Ohio even t ho ugh o ne or more of the par ties may be or may become a

r esident of a diffe r ent state.

Sect ion 24. Amendments. No amendment to this Lease shall be valid or binding unless

such amendment is in wr iting and executed by the par ties hereto.

Sect ion 25. Captions. The captions of the several sections of the Lease ar e not a par t of

the co nt ext hereof and shall be igno r ed in co nstr uing this Lease. T hey ar e int ended o nly

as aids in locating and reading the var ious pr ovisions her eof.

Section 26. Sever ability of Provisions. The invalidity or unenfor ceability of an y

particular prov ision of th is Lease sh all not affect the oth er prov ision s h ereof and this

Lease shall be constr ued in all r espects as if such invalid or unenfor ceable pr ovision were

omitted.

IN WITNES S W H EREO F, Landlor d and T enant have execut ed this Lease Agr eement

as of the date first set forth above.

Sign ed and acknowledged LANDLORD:

in the pr esence o f:

______________________________ ______________________________

______________________________

TENANT:

______________________________ ______________________________

______________________________

ST AT E OF OHIO

COUNTY OF ______________, SS:

BE IT REMEMBERED, that befo r e me o n this ___ day of ______________, 20___,

appeared __________________________, who acknowledged the signing of the

foregoing ins trument to be his volunta ry a ct a nd de ed.

IN T ESTI MONY WHE RE OF, I have her eunto subscribed my name and affixed my

official seal, on the day set forth abo ve.

______________________________

Notary Pub lic

ST AT E OF OHIO

COUNTY OF _______________, SS:

BE IT REMEMBERED, that befo r e me o n this ___ day of ______________, 20 ___,

appeared __________________________, who acknowledged the signing of the

foregoing ins trument to be his volunta ry a ct a nd d eed.

IN T ESTI MONY WHE RE OF, I have her eunto subscribed my name and affixed my

official seal, on the day set forth abo ve.

______________________________

Notary Pub lic