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EXHIBIT 10.22
SECOND AMENDMENT TO THE LEASE
between
REGENT HOLDING CORPORATION,
a Florida corporation
and
XXXXXX TECHNOLOGIES, INC.,
an Illinois corporation
for premises located at
Congress Corporate Plaza II
000 Xxxxx Xxxxx Xxxx
Xxxxx 000
Xxxx Xxxxx, Xxxxxxx 00000
Submission of this Second Amendment for examination does not constitute an offer
to amend the Lease, and this Second Amendment shall become effective only upon
execution and delivery hereof by Landlord and Tenant.
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SECOND AMENDMENT TO LEASE
BETWEEN REGENT HOLDING CORPORATION,
A FLORIDA CORPORATION ("LANDLORD") SUCCESSOR TO
CROW-CHILDRESS-XXXXXX, LIMITED
A TEXAS LIMITED PARTNERSHIP AND XXXXXX
TECHNOLOGIES, INC., AN ILLINOIS CORPORATION ("TENANT")
SUCCESSOR TO INNOVATIVE SELECTIVE
SOFTWARE, INC., AN ILLINOIS CORPORATION
000 XXXXX XXXXX XXXX, XXXXX 000, XXXX XXXXX, XXXXXXX 00000
THIS SECOND AMENDMENT TO LEASE is made this 16 day of January, 1996 BETWEEN
REGENT HOLDING CORPORATION, A FLORIDA CORPORATION ("LANDLORD") SUCCESSOR TO
CROW-CHILDRESS-XXXXXX, LIMITED A TEXAS LIMITED PARTNERSHIP AND XXXXXX
TECHNOLOGIES, INC., AN ILLINOIS CORPORATION ("TENANT") SUCCESSOR TO
INNOVATIVE SELECTIVE SOFTWARE, INC., AN ILLINOIS CORPORATION.
BACKGROUND
X. Xxxxxx Technologies, Inc., successor to Innovative Selective
Software, Inc., is the Tenant under the Lease dated August 4, 1992,
with Regent Holding Corporation, as Landlord, for premises located
in Congress Corporate Plaza II.
B. In the First Amendment to Lease dated December 29, 1994, Landlord
and Tenant agreed to expand the premises, extend the Term of the
Lease and modify the Base Rent. The Lease and the First Amendment to
Lease are hereinafter referred to as "the Lease". The Premises
leased by Tenant under the Lease (including First Amendment), is
hereinafter referred to as the "Original Premises".
C. Landlord and Tenant wish to add to the Premises Suite 226,
consisting of approximately 10,237 square feet, and to extend the
Term of the Lease.
WITNESSETH
In consideration of the mutual promises of the parties, intending to be legally
bound, hereby agree as follows:
1. THE PREMISES: In order to accommodate Tenant's need for additional
space, Landlord shall lease to Tenant Suite 226 at Congress
Corporate Plaza II consisting of approximately 10,237 square feet
("Expansion Premises"). The Expansion Premises is hatched and
outlined on Exhibit B-1 of this Second Amendment. The Expansion
Premises and the Original Premises shall be collectively referred to
as "the Premises" and are more specifically described in Exhibit
A-1.
2. COMMENCEMENT DATE: The Landlord shall deliver the Expansion Premises
to Tenant effective January 1, 1996, or the day that Landlord is
able to deliver the Expansion Premises, whichever is later ("the New
Rent Commencement Date"). All charges will begin to accrue as of the
New Rent Commencement Date.
3. TERM: The Term of the Lease for the Premises shall be amended and
extended for a period of sixty (60) months ("Extended Term") from
the New Rent Commencement Date.
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SECOND AMENDMENT TO LEASE
BETWEEN REGENT HOLDING CORPORATION,
A FLORIDA CORPORATION ("LANDLORD") SUCCESSOR TO
CROW-CHILDRESS-XXXXXX, LIMITED
A TEXAS LIMITED PARTNERSHIP AND XXXXXX
TECHNOLOGIES, INC., AN ILLINOIS CORPORATION ("TENANT")
SUCCESSOR TO INNOVATIVE SELECTIVE
SOFTWARE, INC., AN ILLINOIS CORPORATION
000 XXXXX XXXXX XXXX, XXXXX 000, XXXX XXXXX, XXXXXXX 00000
(CONTINUED)
4. BASE RENT: In accordance with Section 3.01 of the Lease, Tenant
shall pay Base Rent on the Expansion Premises per the schedule
below. The Base Rent on the Original Premises shall remain the same
as per the Lease, except that the Base Rent shall escalate by 5% to
$81,784.12 ($6,815.34 per month) as of January 1, 2000.
MONTHLY ANNUAL
MONTH OF TERM BASE RENT BASE RENT
------------- --------- ---------
1-6 $ 925.60 $ 5,553.60 (for 6 months)
7-12 $5,123.78 $61,485.30
13-24 $5,183.49 $62,201.89
25-30 $7,051.74 $42,310.46 (for 6 months)
31-36 $6,073.95 $36,443.70 (for 6 months)
37-48 $6,329.88 $75,958.54
49-60 $6,534.62 $78,415.42
Tenant shall be responsible for paying Base Rent and Operating Costs
as per the Lease and this Second Amendment for both the Original
Premises and the Expansion Premises.
5. ACCEPTANCE OF PREMISES: Tenant acknowledges that it has inspected
the Premises, knows the condition thereof, and accepts such
Premises, and specifically the building and improvements comprising
the same, in their present condition, as suitable for the purposes
for which the Premises are leased. Taking of possession by Tenant
shall be deemed conclusively to establish that said buildings and
other improvements are in good and satisfactory condition as of when
possession was taken. Tenant further acknowledges that no
representations as to the repair of the Premises, nor promises to
alter, remodel or improve the Premises have been made by Landlord,
unless such are expressly set forth in this Lease.
6. LANDLORD'S LIEN PROTECTION: Neither Tenant nor anyone claiming by,
through or under Tenant, including, without limitation, contractors,
subcontractors, materialmen, mechanics and laborers, shall have any
right to file or place mechanic's, materialmen's or other liens of
any kind whatsoever upon the demised premises or upon the tract of
land described on Exhibit A, or any portion thereof; on the
contrary, any such liens are specifically prohibited and shall be
null and void and of no further force or effect.
Tenant has no power to subject Landlord's interest in the demised
premises to any claim or lien of any kind or character and any
persons dealing with Tenant must look solely to the credit of the
Tenant for payment.
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SECOND AMENDMENT TO LEASE
BETWEEN REGENT HOLDING CORPORATION,
A FLORIDA CORPORATION ("LANDLORD") SUCCESSOR TO
CROW-CHILDRESS-XXXXXX, LIMITED
A TEXAS LIMITED PARTNERSHIP AND XXXXXX
TECHNOLOGIES, INC., AN ILLINOIS CORPORATION ("TENANT")
SUCCESSOR TO INNOVATIVE SELECTIVE
SOFTWARE, INC., AN ILLINOIS CORPORATION
000 XXXXX XXXXX XXXX, XXXXX 000, XXXX XXXXX, XXXXXXX 000000
(CONTINUED)
7. XXXXXXXX XX XXXXX 000: Beginning November 1, 1997, Tenant shall
Lease directly from Landlord Suite 246, consisting of approximately
2,446 square feet, and Suite 246 shall be added to the Premises
under this Lease as of that date. Suite 246 is shown as the cross
hatched area in Exhibit B-2, and a legal description is provided in
Exhibit A-2. The Base Rent for Suite 246 shall be payable as
follows:
MONTHLY ANNUAL
MONTH BASE RENT BASE RENT
----- --------- ---------
Nov. 1, 1997 - Oct. 31, 1998 $1,727.61 $20,731.34
Nov. 1, 1998 - Oct. 31, 1999 $1,788.08 $21,456.94
Nov. 1, 1999 - Oct. 31, 2000 $1,850.66 $22,207.93
Nov. 1, 2000 - Dec. 31, 2000 $1,915.43 $ 3,830.87 (for 2 months)
Beginning November 1, 1997, Tenant shall also be responsible for
Operating Costs for Suite 246 in accordance with the Lease.
8. ACCEPTANCE OF SUITE 246: Tenant acknowledges that it has inspected
Suite 246, knows the condition thereof, and accepts Suite 246, and
specifically the building and improvements comprising the same, in
their present condition, as suitable for the purposes for which
Suite 246 is leased. Taking of possession by Tenant shall be deemed
conclusively to establish that said buildings and other improvements
are in good and satisfactory condition as of when possession was
taken. Tenant further acknowledges that no representations as to the
repair of Suite 246, nor promises to alter, remodel or improve Suite
246 have been made by Landlord, unless such are expressly set forth
in this Lease.
9. SECURITY DEPOSIT: Tenant shall deliver with this Second Amendment
additional Security Deposit equal to $15,727.38 in the form of a
Letter of Credit drawn on a Florida bank. The bank and the form used
shall be subject to Landlord's prior approval. On November 1, 1997,
Tenant shall deliver to Landlord additional Security Deposit of
$4,824.95 in the form of cash or an increase in the Letter of
Credit.
10. SIGNAGE: Landlord grants Tenant the right to install a monument sign
located across from the Premises on Xxxxx Xxxxx Road, subject to
approval by all applicable government agencies, and provided that
the addition of said sign does not in anyway diminish the signage
rights or approvals Landlord currently enjoys. Tenant will be
responsible for all costs of the sign. Landlord shall approve, in
writing, the design of the sign proposed by Tenant before it is
erected.
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SECOND AMENDMENT TO LEASE
BETWEEN REGENT HOLDING CORPORATION,
A FLORIDA CORPORATION ("LANDLORD") SUCCESSOR TO
CROW-CHILDRESS-XXXXXX, LIMITED
A TEXAS LIMITED PARTNERSHIP AND XXXXXX
TECHNOLOGIES, INC., AN ILLINOIS CORPORATION ("TENANT")
SUCCESSOR TO INNOVATIVE SELECTIVE
SOFTWARE, INC., AN ILLINOIS CORPORATION
000 XXXXX XXXXX XXXX, XXXXX 000, XXXX XXXXX, XXXXXXX 00000
(CONTINUED)
11. TENANT CLARIFICATION: The Original Lease dated August 4, 1992 had as
the Tenant, Innovative Selective Software, Inc. It is hereby
recognized by all the parties that Xxxxxx Technologies, Inc. is the
successor to Innovative Selective Software, Inc., and Xxxxxx
Technologies, Inc. shall assume all obligations of Innovative
Selective Software, Inc. under the Lease. It is also confirmed that
the Guaranty of Lease signed by Xxxxx Xxxxxx on July 15, 1992 shall
apply equally to the Lease obligations of Xxxxxx Technologies, Inc.
and/or Innovative Selective Software, Inc.
12. RIGHT OF FIRST REFUSAL: If Landlord receives an offer (an "Outside
Offer") from a prospective tenant to lease space contiguous to the
Premises which Landlord desires to accept, Tenant shall have the one
time right of first refusal, subordinate to any preexisting rights
or options to renew or expand, to lease such space from the Landlord
upon the identical terms and provisions contained in the Outside
Offer. Tenant shall have seven (7) calendar days from receipt of
notification by Landlord of the Outside Offer to elect to exercise
this right of first refusal by providing written notification of
such election to the Landlord and entering into a legally binding
agreement. In the event the Tenant fails to timely exercise this
right of first refusal, then the Landlord shall be free to
consummate the lease transaction specified in the Outside Offer with
the prospective tenant which has submitted the Outside Offer or with
any other prospective tenant. Tenant's right of first refusal shall
terminate upon Tenant electing not to exercise its right, and
thereafter Landlord may lease the space without first offering it to
Tenant.
13. MISCELLANEOUS: Except as set forth in this Second Amendment, the
Lease is not otherwise modified and where the provisions of this
Second Amendment conflict with the Lease, the Second Amendment shall
override.
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SECOND AMENDMENT TO LEASE
BETWEEN REGENT HOLDING CORPORATION,
A FLORIDA CORPORATION ("LANDLORD") SUCCESSOR TO
CROW-CHILDRESS-XXXXXX, LIMITED
A TEXAS LIMITED PARTNERSHIP AND XXXXXX
TECHNOLOGIES, INC., AN ILLINOIS CORPORATION ("TENANT")
SUCCESSOR TO INNOVATIVE SELECTIVE
SOFTWARE, INC., AN ILLINOIS CORPORATION
000 XXXXX XXXXX XXXX, XXXXX 000, XXXX XXXXX, XXXXXXX 00000
(CONTINUED)
The parties intending to be bound hereby execute or cause this Second
Amendment to be executed this 16th day of January, 1996.
WITNESSES: LANDLORD:
/s/ [ILLEGIBLE]
------------------------------- Regent Holding Corporation
a Florida Corporation
/s/ [ILLEGIBLE]
-------------------------------
By: /s/ [ILLEGIBLE]
-----------------------------------
Title: Agent
--------------------------------
TENANT:
Xxxxxx Technologies, Inc.,
a Illinois Corporation
/s/ XXXX XXXXXXXX
-------------------------------
BY: /s/ XXXXX XXXXXX
/s/ XXXXXXX X. XXXXXX -----------------------------------
-------------------------------
Title: President
--------------------------------
GUARANTOR:
Xxxxx Xxxxxx, personally
/s/ XXXXX XXXXXX
--------------------------------------
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CCP Phase II, Building 3
LEGAL DESCRIPTION
EXHIBIT A-1
Approximately 23,053 square feet of office and/or warehouse space located in a
building containing approximately 53,022 square feet situated on a portion of
approximately 9.49 acres on a parcel of land lying in Xxxxxxx 0, Xxxxxxxx 00
Xxxxx, Xxxxx 43 East and being more particularly described as 902 Xxxxx Xxxxx
Road, Suites 226 and 230, Boca Raton, Florida as shown in Exhibit B-1. Further
described as Congress Corporate Plaza, Phase II situated within a development
known as Congress Corporate Plaza containing of approximately 106,044 square
feet.
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CCP Phase II, Building 3
LEGAL DESCRIPTION
EXHIBIT A-2
Approximately 2,446 square feet of office and/or warehouse space located in a
building containing approximately 53,022 square feet situated on a portion of
approximately 9.49 acres on a parcel of land lying in Xxxxxxx 0, Xxxxxxxx 00
Xxxxx, Xxxxx 43 East and being more particularly described as 000 Xxxxx Xxxxx
Xxxx, Xxxxxx 000, Xxxx Xxxxx, Xxxxxxx as shown in Exhibit B. Further described
as Congress Corporate Plaza, Phase II situated within a development known as
Congress Corporate Plaza containing of approximately 106,044 square feet.
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EXHIBIT B-1
[Architectural Drawing Of Floor Plan of Office Space -- Suites 226 and 230]
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EXHIBIT B-2
[Architectural Drawing of Xxxxx Xxxx xx Xxxxxx Xxxxx - Xxxxx 000]
