Agreement of Lease (2014)Full Document 

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AGREEMENT OF LEASE

1400 Broadway Associates L.L.C., Landlord

and

On Deck Capital, Inc., Tenant

Premises: The entire twenty-fifth (25th) floor
1400 Broadway
New York, New York
Date: As of September 25, 2012


TABLE OF CONTENTS

Article

Page
1. PURPOSE 1
2. RENT 2
3. ELECTRICITY 10
4. ASSIGNMENT AND SUBLETTING 15
5. DEFAULT 20
6. RE-LETTING, ETC. 21
7. LANDLORD MAY CURE DEFAULTS 22
8. ALTERATIONS 23
9. LIENS 25
10. REPAIRS; DESTRUCTION 25
11. END OF TERM. 26
12. SUBORDINATION AND ESTOPPEL, ETC. 27
13. CONDEMNATION 28
14. REQUIREMENTS OF LAW 29
15. CERTIFICATE OF OCCUPANCY 31
16. POSSESSION 31
17. QUIET ENJOYMENT 31
18. RIGHT OF ENTRY 31
19. VAULT SPACE 32
20. INDEMNITY 32
21. LANDLORD’S LIABILITY 32
22. CONDITION OF PREMISES 34
23. SERVICES 34
24. JURY WAIVER, DAMAGES 35
25. NO WAIVER, CONSTRUCTIVE EVICTION, SURVIVAL OF OBLIGATIONS, ETC. 35
26. OCCUPANCY AND USE BY TENANT; SIGNAGE 36
27. NOTICES 37
28. WATER 39
29. SPRINKLER SYSTEM 39
30. HEAT, REFUSE 39
31. SECURITY DEPOSIT 39
32. RENT CONTROL 41
33. SHORING 41
34. EFFECT OF CONVEYANCE, ETC. 41
35. RIGHTS OF SUCCESSORS AND ASSIGNS; PARTIAL INVALIDITY 42
36. CAPTIONS 42
37. LEASE SUBMISSION 42
38. ELEVATORS AND LOADING 42
39. BROKERAGE 42
40. ARBITRATION 43
41. INSURANCE 43
42. INTENTIONALLY DELETED 44
43. LATE CHARGES 44
44. ENVIRONMENTAL COMPLIANCE 45
45. LEASE FULLY NEGOTIATED 46
46. SMOKING RESTRICTIONS 47
47. ANTI-TERRORISM REQUIREMENTS 47
48. CONDOMINIUM PROVISIONS 47
49. ADDITIONAL DEFINITIONS 49
50. APPLICABLE LAW 49
51. TENANT’S TERMINATION OPTION 49
52. TENANT’S EXTENSION OPTION 50

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53. RIGHT OF FIRST REFUSAL 51
54. SET BACK AND TERRACE 52
55. RIGHT OF FIRST OFFER 53

EXHIBIT A – Diagram of Demised Premises

EXHIBIT B – Letter of Credit

EXHIBIT C – Work Letter

EXHIBIT D – Cleaning Specifications

EXHIBIT E – Building Standard Environmental Design and Construction Guidelines

EXHIBIT F – First Offer Space

RIDER - Rules and Regulations

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LEASE made as of this 25th day of September, 2012, between 1400 Broadway Associates L.L.C., a New York limited liability company with an address c/o Newmark Grubb Knight Frank, 125 Park Avenue, New York, New York 10017 (hereinafter referred to as "Landlord") and On Deck Capital, Inc., a Delaware corporation with an address at 155 East 56th Street, New York, New York 10022 (hereinafter referred to as "Tenant").

WITNESSETH:

Landlord hereby leases to Tenant and Tenant hereby hires from Landlord those certain premises known as the entire twenty-fifth (25th) floor, more particularly depicted by cross-hatching on Exhibit A (which is not necessarily to scale) annexed hereto and made part hereof (said premises are hereinafter referred to as the "demised premises" or the "premises"), in the Building known as 1400 Broadway (hereinafter referred to as the "Building") in the County, City and State of New York for a term to commence on the date hereof (the "Commencement Date") and to expire on the day preceding the ten (10) year, ten (10) month and two (2) week anniversary of the Commencement Date (the "Expiration Date") unless sooner terminated pursuant to any provision hereof or by law. If the Expiration Date shall not be the last day of a calendar month, the Expiration Date shall be the last day of the calendar month in which occurs the day preceding the ten (10) year, ten (10) month and two (2) week anniversary of the Commencement Date. The taking of occupancy or possession of the whole or any portion of the demised premises by Tenant shall be conclusive evidence that (a) Tenant accepts the same in "as is" condition as of the date of such possession or occupancy, subject to latent defects and (b) the demised premises and the building systems were in good and satisfactory condition as of such date, subject to latent defects.

Landlord shall be required to perform only Landlord’s Work in the demised premises; provided, however, that Landlord shall have the right to make any changes thereto which are required by any governmental department or bureau having jurisdiction over the demised premises.

For all purposes of this lease the parties agree that the rentable square foot area of the demised premises shall be deemed to be 20,912 rentable square feet irrespective of any disparity between such figure and any actual measurement of such area.

Landlord and Tenant further covenant and agree as follows:

1. PURPOSE

A. Tenant shall use the demised premises solely as general, executive and administrative offices for the conduct of Tenant’s business and for no other purpose, such covenant being of the essence of this lease. The use of all or any portion of the demised premises for any activities not directly related to, or in furtherance of, the conduct of Tenant’s business shall be a prima facie breach of such covenant. Notwithstanding anything contained herein to the contrary, a breach of such covenant shall be deemed a material and substantial default by Tenant under this lease for which Landlord shall have all remedies available to it under this lease and under the law, including, without limitation, the right to enforce such covenant by injunctive or other appropriate equitable relief. Without limiting the generality of the foregoing, it is expressly understood that no portion of the demised premises shall be used as, by or for (a) retail operations of any bank, trust company, savings bank, industrial bank, savings and loan association, credit union or personal loan association or other form of entity, (b) a public stenographer or typist, (c) a barber shop, beauty shop, beauty parlor or manicure parlor, (d) telephone or telegraph agency, (e) a telephone, court

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