Exhibit 10.29
SUBLEASE AGREEMENT
THIS SUBLEASE, dated this 4th day of April, 1998, between THE RUGBY
GROUP, INC., a New York corporation ("Sublessor"), whose address is 0000 Xxxx
Xxxx Xxxxxx, Xxxxxxxx, Xxxxxxxx 00000, Attention: Xxxxxxx Xxxxxx and ALLSTAR
SYSTEMS, INC., a Delaware corporation ("Sublessee"), whose address is 0000 X.X.
Xxxxxxx, Xxxxxxx, Xxxxx 00000.
W I T N E S S E T H :
WHEREAS, Sublessor and Industrial Developments International, Inc.
entered into that certain Industrial Lease Agreement dated August 29, 1995 (the
"Lease") for the premises located in the City of Farmers Branch, County of
Dallas, State of Texas, commonly known as 00000 Xxxxxx Xxxxx, Xxxxx 000, Xxxxxxx
Xxxxxx, Xxxxx (the "Premises") ; and
WHEREAS, Sublessor desires to sublet to Sublessee the entire Premises
pursuant to the terms of this Sublease.
NOW, THEREFORE, in consideration of the mutual covenants and conditions
contained herein and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, Sublessor leases to Sublessee and
Sublessee hires from said Sublessor the Premises, subject to the following terms
and conditions:
1. SUBJECT TO LEASE. This Sublease is subject to all of the terms and
conditions of the Lease and Sublessee shall assume and perform Tenant's
obligations in said Lease, to the extent said terms and conditions are
applicable to the Premises. Sublessee shall not commit or permit to be
committed on the Premises any act or omission which shall violate any
term or condition of the Lease. In the event of the termination of
Sublessor's interest as Tenant under the Lease for any reason, then
this Sublease shall terminate coincidently therewith without any
liability of Sublessor to Sublessee.
2. INCORPORATION. All of the terms and conditions contained in the Lease
in Exhibit A are incorporated herein except for paragraphs 3, 4, 5, 6,
9 and 10 of Exhibit C to the Lease, as terms and conditions of this
Sublease (with each reference therein to Landlord and Tenant to be
deemed to refer to Sublessor and Sublessee, respectively) and along
with all of the following paragraphs set out in this Sublease, shall be
the complete terms and conditions of this Sublease. Notwithstanding
anything contained herein to the contrary, Sublessee shall have none of
the rights of Tenant as contained in paragraphs 3, 4, 5, 6, 9 and 10 of
Exhibit C to the Lease.
3. RENTAL.
a. Commencing on April 17, 1998, Sublessee shall pay to Sublessor without
deduction, setoff, prior notice or demand, as rental the sum of Eight
Thousand Eight Hundred Seventy Five and 00/100 Dollars ($8,875.00) per
month (the "Base Rent"). Base Rent for any partial month shall be
prorated at the rate of 1/30th of Base Rent per day. A partial payment
of Base Rent equal to $4,141.67 shall be paid to Sublessor
contemporaneously with Sublessee's execution of this Sublease for the
period from April 17, 1998 through April 30, 1998.
b. In addition, commencing on April 17, 1998, Sublessee shall pay as
additional rent an amount equal to Tenant's Percentage share of
Operating Expenses and Additional Rent (collectively, the "Additional
Rent"), as such term is defined in the Lease. A partial payment of
Additional Rent equal to $1,429.04 shall be paid to Sublessor
contemporaneously with Sublessee's execution of this Sublease for the
period from April 17, 1998 through April 30, 1998.
c. Base Rent and Additional Rent shall be paid by Sublessee to Sublessor
monthly in advance on the 25th day of each month, in lawful money of
the United States of America, commencing on April 25, 1998 and
continuing through December 25, 2000, for the period commencing May 1,
1998 and continuing through January 31, 2001. Rent shall be paid to
Sublessor at 0000 Xxxx Xxxx Xxxxxx, Xxxxxxxx, Xxxxxxxx 00000,
Attention: Xxxxxxx Xxxxxx or at such other place or places as Sublessor
may from time to time direct.
4. SECURITY DEPOSIT. Contemporaneously with the execution hereof,
Sublessee shall pay to Sublessor the sum of $8,875.00 as a security
deposit to secure Sublessee's obligations hereunder. Said sum shall be
held by Sublessor as security for the faithful performance by Sublessee
of all the terms, covenants and conditions of this Sublease to be kept
and performed by Sublessee and not as an advance rental deposit or as a
measure of Sublessor's damage in case of Sublessee's default. If
Sublessee defaults with respect to any provision of this Sublease,
Sublessor may use any part of the Security Deposit for the payment of
any rent or any other sum in default, or for the payment of any amount
which Sublessor may spend or become obligated to spend by reason of
Sublessee's default, or to compensate Sublessor for any other loss or
damage which Sublessor may suffer by reason of Sublessee's default. If
any portion is so used, Sublessee shall within five (5) days after
written demand therefor, deposit with Sublessor an amount sufficient to
restore the Security Deposit to its original amount and Sublessee's
failure to do so shall be a material breach of this Sublease. Sublessor
shall not be required to keep the Security Deposit separate from its
general funds, and Sublessee shall not be entitled to interest on such
deposit. If Sublessee shall fully and faithfully perform every
provision of this Sublease to be performed by it, the Security Deposit
or any balance thereof shall be returned to Sublessee at such time
after termination of this Sublease when Sublessor shall have determined
that all of Sublessee's obligations under this Sublease have been
fulfilled.
5. TERM.
a. The term of this Sublease shall be for a period of commencing on the
17th day of April, 1998, and ending on the 31st day of January, 2001.
b. If Sublessee, with Sublessor's consent, takes possession prior to the
commencement of the term, Sublessee shall do so subject to all of the
covenants and conditions hereof and shall pay rent for the period
ending with the commencement of the term at the same rental as that
prescribed for the first month of the term, prorated at the rate of
1/30th thereof per day.
6. USE. Sublessee shall use the Premises for general warehouse use and
purposes related to the distribution and assembly of computers and for
no other purpose, without the prior wirtten consent of Sublessor.
Sublessee's business shall be established and conducted throughout the
term hereof in a first class manner. Sublessee shall not use the
Premises for, or carry on, or permit to be carried on, any offensive,
noisy or dangerous trade, business, manufacture or occupation nor
permit any auction sale to be held or conducted on or about the
Premises. Sublessee shall not do or suffer anything to be done upon the
Premises which will cause structural injury to the premiss or the
building of which the same form a part. The Premises shall not be
overloaded and no machinery, apparatus or other appliance shall be used
or operated upon the Premises which will in any manner injure, vibrate
or shake the Premises or the building of which it is a part. No use
shall be made of the Premises which will in any way impair the
efficient operation of the sprinkler system (if any) within the
building containing the Premises. Sublessee shall not leave the
Premises unoccupied or vacant during the first twelve (12) months of
the term. After said twelve (12) month period, Sublessee may vacate the
Premises only upon prior written notice to Sublessor, said notice to be
provided no later than the date which is ninety (90) days prior to the
date upon which Sublessee intends to leave the Premises unoccupied or
vacant. Upon vacating the Premises, Sublessee will be obligated to
comply with all other terms of the Lease, including without limitation,
the terms set forth in Paragraph 3 of this Sublease. If Sublessee has
vacated the Premises, Sublessor has the option, in its sole discretion,
to terminate this Sublease upon thirty (30) days written notice to
Sublessee. No musical instrument of any sort, or any noise making
device will be operated or allowed upon the Premises for the purpose of
attracting trade or otherwise. Sublessee shall not use or permit the
use of the Premises or any part thereof for any purpose which will
increase the existing rate of insurance upon the building in which the
Premises are located, or cause a cancellation of any insurance policy
covering the building or any part thereof. If any act on the part of
Sublessee or use of the Premises by Sublessee shall cause directly or
indirectly, any increase of Sublessor's insurance expense, said
additional expense shall be paid by Sublessee to Sublessor upon demand.
No such payment by Sublessee shall limit Sublessor in the exercise of
any other rights or remedies, or constitute a waiver of Sublessor's
right to require Sublessee to discontinue such act or use.
7. SUBLESSEE TO HOLD SUBLESSOR HARMLESS. Sublessor warrants that as of the
commencement date of this Sublease, there will be no uncured default
under the Lease. If Sublessee defaults under the Lease, Sublessee shall
indemnify and hold Sublessor harmless from all damages resulting from
the default. If Sublessee defaults in its obligations under the Lease
and Sublessor pays rent to Landlord or fulfills any of Sublessee's
other obligations in order to prevent Sublessee from being in default,
Sublessee immediately shall reimburse Sublessor for the amount of rent
or costs incurred by Sublessor in fulfilling Sublessee's obligations
under this Sublease, together with interest on those sums at the rate
of fifteen percent (15%) per annum, or the highest legal rate.
8. ATTORNEY'S FEES. If any party commences an action against any of the
parties arising out of or in connection with this Sublease, the
prevailing party or parties shall be entitled to recover from the
losing party or parties reasonable attorney's fees and cost of suit.
9. NOTICE. Any notice, demand, request, consent, approval or communication
that either party desires or is required to give to the other party or
any other person shall be in writing and either served personally, sent
by prepaid, first-class mail or sent by a nationally recognized
overnight courier service. Any notice, demand, request, consent,
approval, or communication that either party desires or is required to
give to the other party shall be addressed to the other party at the
address set forth in the introductory paragraph of this Sublease.
Either party may change its address by notifying the other party of the
change of address.
10. CONFLICTS. In the event of any conflicts between the terms of the Lease
and the terms of the Sublease, the terms of this Sublease shall prevail
as to the Sublessor and the Sublessee.
SUBLESSOR: SUBLESSEE:
THE RUGBY GROUP, INC., ALLSTAR SYSTEMS, INC.
a New York corporation a Delaware corporation
By: ___________________ By: ___________________
Title: ________________ Title: ________________
CONSENT TO SUBLEASE
The undersigned, as Landlord under that certain Lease dated August 29,
1995 (the "Lease"), as more fully set forth in the attached Sublease Agreement
(the "Sublease"), hereby consents to the foregoing Sublease between THE RUGBY
GROUP, INC., a New York corporation ("Sublessor") and ALLSTAR SYSTEMS, INC., a
Delaware corporation ("Sublessee").
This consent is given upon the expressed following conditions:
1. There shall be no modifications or amendments of the Sublease
Agreement without the prior written consent of Landlord, except that Landlord
hereby agrees to modify the use provision contained in Section 1(l) of the Lease
to allow for Sublessee to use the Premises for general warehouse use and for
uses normally incident to a general warehouse use and for no other purpose
whatsoever.
2. In the event of any default under the terms and provisions of the
Lease, Landlord shall have the right to collect the rental attributable to the
Premises directly from Sublessee without waiving any of Landlord's rights
against Sublessor as a result of such default.
3. Landlord shall not be liable for, and Sublessor hereby indemnifies
and holds Landlord harmless from, any commission payable associated with the
Sublease.
4. In the event of any conflict between the terms and provisions of the
Lease and the Sublease, the terms and provisions of the Lease shall control.
LANDLORD:
By:
Title:
Date:
