FIRST AMENDMENT TO LEASE
Exhibit 10.32
FIRST AMENDMENT TO LEASE
THIS
FIRST AMENDMENT TO LEASE (this “Amendment”) is entered into on this 17 day of January,
2008, by and between Turtle Creek Xxxxx, XX
(“Landlord”), and Study Island LLC (“Tenant”).
WHEREAS,
Landlord and Tenant entered into that certain Office Lease dated January 12, 2007
covering certain premises (the “Lease”) comprising 9,525 rentable square feet, known as Suite
200, (commonly known as the “The Premises”) in the office building (the “Building”) known as
3400 Carlisle, located at 0000 Xxxxxxxx, Xxxxxx, Xxxxxx Xxxxxx, Xxxxx, such Original Premises
being more particularly described in the Lease; and
WHEREAS, Tenant and Landlord desire to expand the Premises to include Suite 500 which
contains 5,059 rentable square feet; all on certain terms and conditions and pursuant to this
Amendment to Lease; whereas Tenant and Landlord desire to expand the square footage of the
Premises.
NOW, THEREFORE, for and in consideration of the mutual covenants contained herein and for
other good and valuable consideration, Landlord and Tenant hereby amend the Lease as follows:
1.
Premises. Effective March 1, 2008 (“Expansion
Effective Date”) the square
footage of the Premises shall be amended to include (as shown in
Exhibit “A”) the 5,059
rentable square feet contained in Suite 500 (“Expansion Premises”). The new square
footage of the Premises shall be 14,584 rentable square feet.
2. Base
Rental. Upon the Expansion Effective Date, the new amended Base Rental
for the Premises during the remaining lease term shall be as follows:
March 1, 2008 - March 31, 2008 |
$15,279.68 per month | |||
April 1, 2008 - May 31, 2008 |
$24,343.72 per month | |||
June 1,
2008 - May 31, 2009 |
$25,059.01 per month | |||
June 1,
2009 - May 31, 2010 |
$25,225.69 per month | |||
June 1,
2010 - May 31, 2011 |
$25,603.17 per month | |||
June 1,
2011 - May 31, 2012 |
$26,972.84 per month | |||
3.
Improvements. The Landlord shall provide and install new carpet throughout the
Expansion Premises. In addition, Landlord shall paint all previously
painted surfaces.
Furthermore, the Landlord shall remove the walls as shown on Exhibit A attached. All
materials and methods of installation or application shall be building standard as
determined by Landlord.
4. One
Time Right of First Refusal. Tenant shall have a One Time Right of First Refusal
on Suite 240 and 210 in the Building (the “First Refusal Space”), beginning June 30, 2008
which will be subject to any rights of other tenants in the Building currently existing on the
date hereof, as follows:
A) If Landlord desires to lease any part of the First Refusal Space to a particular
lessee other than Tenant and provided Tenant is not in default under the Lease beyond any
applicable notice and cure periods at such time, then Landlord shall deliver written notice to
Tenant of the terms and provisions of the proposed offer to be made by Landlord to such
prospective lessee. Tenant shall thereafter the one time option, exercisable by written notice
delivered to Landlord within three (3) business days after receipt by Tenant of such notice
from Landlord, to lease such space on the same terms and conditions set forth in such offer.
Terms and conditions mean gross rent, lease term, and concessions to be made by Landlord
to the prospective lessee. Failure by Tenant to notify Landlord of Tenant’s election to lease
such space within three (3) business days after receipt of such notice from Landlord, shall be
deemed an election by Tenant not to exercise such option, thereafter, Landlord shall be free
to lease such space to any prospective lessee’s and Tenant shall no longer have a Right of
First Refusal on any space in the Building. If Tenant elects to lease such space, then Tenant
shall exercise an amendment of the Lease within five (5) days after exercising the option
incorporating such space into the Premises. Tenant shall treat any information received by it
under this Section as confidential, and will not disclose the identity of any prospective
lessee
to any broker, agent or other party without Landlord’s prior written consent in each instance.
B) The rights granted by this Section shall not be severable from the Lease, nor
may such rights be assigned or otherwise conveyed by Tenant to a sublessee of the Premises
or assignee of Tenant’s interest in the Lease, except in the event of an assignment of this
Lease to a successor to Tenant by merger, consolidation or reorganization.
C) Notwithstanding the foregoing, Tenant shall not have a right to exercise the
right of first refusal granted by this Section during the last three (3) years of the Term
unless
Tenant has a remaining option to extend the Term under the Lease and Tenant exercises such
option simultaneously with or before Tenant exercises the Right of First Refusal.
5. Tenant Signage. Provided Tenant is not in default under the Lease and continues
to occupy at least 14,584 rentable square feet. Tenant shall have the right to one position
on the exterior building monument sign. Landlord shall choose the size and location of
Tenant’s position on the proposed monument sign. Costs associated with Tenant’s
signage shall be borne by Tenant. If Tenant fails to utilize their assigned position on the
monument sign within twelve (12) months of the date offered by Landlord, Tenant shall
lose its right to such signage position.
6. Parking. Section 12 of the Fundamental Lease Provisions is amended to
provide that, beginning on the Expansion Commencement Date, Landlord shall provide
an additional Fifteen (15) non-reserved spaces in the parking garage. Such spaces shall be
free for the first twelve (12) months of the term of this Amendment.
Terms and Conditions. All other terms and conditions shall be per the Lease Agreement.
EXCEPT AS HEREBY AMENDED, the Lease and all other provisions thereof remain unchanged and are
hereby confirmed and ratified.
IN WITNESS WHEREOF, the parties have executed and delivered this Amendment on and effective as of
the date first above written.
| TENANT: | LANDLORD: | |||||||||
| Study Island, L.L.C. | Turtle Creek Xxxxx, xx, a texas limited partnership | |||||||||
| By: | /s/ Xxxxx X. Xxxxxxx | By: | 3400 Carlisle Interests, LLC, a Delaware | |||||||
Name:
|
limited liability company, its General Partner | |||||||||
Title:
|
SUP & CFO | By: |
/s/ Xxxxx Xxxxxx, Mgr |
|||||||
| Name: | ||||||||||
| Title: | Manager | |||||||||
| ATTEST: | ||||||||||
By:
|
/s/ Xxxxxx Xxxxxxxx | |||||||||
Name:
|
||||||||||
Title:
|
Staff Accountant | |||||||||
Exhibit A
