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EXHIBIT 10.11
FIRST AMENDMENT TO LEASE AGREEMENT
THIS FIRST AMENDMENT ("First Amendment") is made as of the ____ day of
February, 1998, by and between ORIX XXXXX - XXXX PINELLAS VENTURE ("Landlord")
and DIGITAL LIGHTWAVE INC. ("Tenant")
R E C I T A L S
a. Landlord and Tenant have entered into that certain Lease Agreement
with an Effective Date of January 14, 1998 (the "Lease").
b. All of the defined terms used in the Lease shall have the same
meaning in this First Amendment.
c. Landlord and Tenant desire to amend the Lease on the terms and
conditions set forth in this First Amendment.
NOW THEREFORE, in consideration of Ten Dollars ($10.00) and other
valuable consideration, Landlord and Tenant agree as follows:
1. The Recitals are incorporated herein and made a part hereof by
this reference.
2. The Substantial Completion Date as set forth in Section 2.5(e) of
this Lease and all construction delivery dates and construction
deadlines contained in Exhibit D of this Lease are hereby extended
for a period of fifteen (15) days.
3. Section 2.13(a) is hereby amended by dividing the $1,844,500.00
Tenant Improvement Allowance into two components, as follows: (i)
Landlord hereby agrees to provide the amount of $944,500.00
($10.24 per square foot for 92,225 square feet) for the Tenant
Improvement Allowance, and (ii) Tenant hereby agrees to provide
$900,000.00 for the Tenant Improvement Allowance, such amount
shall be deposited by Tenant into a separate interest bearing
escrow account to be held in escrow by Landlord as trustee to
secure Tenant's obligations hereunder upon thirty (30) days after
receipt of written notice from Landlord, provided, however, in no
event shall such $900,000.00 escrow deposit be made earlier than
June 15, 1998. In connection therewith, it is understood and
agreed that the $944,500.00 Landlord component of the Tenant
Improvement Allowance will be applied first to payment of the
Tenant Improvement Allowance and then the $900,000.00 Tenant
component of the Tenant Improvement Allowance will be withdrawn as
needed from the escrow
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account and applied to payment of the Tenant Improvement
Allowance. Payments shall be disbursed from the escrow account
upon Landlord's submission of an invoice to Tenant notifying
Tenant that such amounts are due under the Tenant component of the
Tenant Improvement Allowance. Tenant's failure to promptly make
the $900,000 escrow deposit as required hereunder shall constitute
an Event of Default under this Lease and entitle Landlord to draw
such amount under the Letter of Credit on the terms and conditions
set forth in Section 27 of this Lease. If any portion of the
$900,000.00 escrow account has not been disbursed within sixty
(60) days after Substantial Completion, such undisbursed portion
shall be returned to Tenant by Landlord, together with all
interest accrued thereon.
4. Section 3.1(a)(i) is hereby amended to reduce the rent from
"$923,154.00 per annum ($14.94 per Rentable Square Foot") to
"$829,554.00 per annum ($13.43 per Rentable Square Foot)".
5. Subsection (i) of the second paragraph of Section 3.1(a) is
hereby amended to reduce the Base Rent for the Second Lease Year
from "$1,400,897.76 per annum ($15.19 per Rentable Square Foot)"
to "$1,307,297.76 per annum ($14.175 per Rentable Square Foot)".
6. Section 27 is hereby amended to reduce the original stated amount
of the Letter of Credit to be provided by Tenant thereunder from
"$2,500,000.00" to "$2,300,000.00", and the amount of the
replacement Letter of Credit for the "Second Lease Year" is
changed from "$2,375,000.00" to "$2,300,000.00".
7. Except as expressly amended by this First Amendment, all the
terms and conditions of the Lease shall remain in full force and
effect and are hereby ratified and confirmed by the parties
hereto.
8. This First Amendment may be executed in separate counterparts
(facsimile transmission of signature pages shall be acceptable),
each of which shall be deemed an original and all of such
counterparts together shall constitute one and the same
instrument.
9. The delivery dates for the letters of credit referenced in
Section 27 and Section 29 of this Lease are hereby extended to
February 20, 1998.
10. Exhibit G of the Lease is hereby amended to reduce the Purchase
Price as set forth in Section II thereof from "$15,436,963.00" to
"$14,536,963.00".
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IN WITNESS WHEREOF, the foregoing is entered into as of the date first
above written.
ORIX XXXXX XXXX PINELLAS VENTURE,
a Florida general partnership
By its sole general partners:
By: Xxxxx - Xxxx DOT, Inc., a
Florida corporation
By:
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Name: Name:
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Title:
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Name: (corporate seal)
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Dated: , 1998
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By: ORIX Pinellas, Inc., an Illinois
corporation
By:
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Name: Name:
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Title:
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Name: (corporate seal)
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Dated: , 1998
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TENANT:
DIGITAL LIGHTWAVE, INC.
By: (SEAL)
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Name: Name:
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Title:
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Name: Dated:
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