Exhibit 10.01
Xx. Xxxx Xxxxxxxxxxx
Xxxxx Corporate Center
000 X. Xxx Xxxxx, 0xx Xxxxx
Xxxxxxx, Xxxxxxx 00000
Re: TERMINATION OF LEASE AGREEMENT ("LEASE AGREEMENT") BETWEEN
XXXXX-CORPORATE CENTER LIMITED PARTNERSHIP ("LANDLORD") AND
XXXXXXX.XXX, INC. ("TENANT"), DATED MAY 12, 1999
Dear Xx. Xxxxxxxxxxx:
This Lease termination offer represents terms and an execution date
mutually agreed to during a conversation this morning with Xxxxxxx X.
Xxxxxxxxxxx of Colliers International.
Tenant hereby offers to terminate the Lease Agreement in consideration
of the lump sum payment of $130,000, payable in U.S. dollars, from Tenant to
Landlord, upon execution of the termination offer. Upon Landlords acceptance of
this termination offer, Tenant shall vacate the leased premises upon thirty (30)
days prior written notice from Landlord, but no later than October 31, 2001.
Upon Lessor's acknowledgment below, Lessee and Lessor are hereby released from
all obligations under the Lease Agreement, including any amounts owed under the
Lease Agreement. In addition, Tenant acknowledges forfeiture of the security
deposit upon acceptance of this termination offer. Lessor has until AUGUST 3,
2001 to accept this Lease termination offer or it shall automatically become
null and void.
The parties further agree that facsimile signatures shall be as
effective as original signatures for all purposes.
Sincerely
XXXXXXX.XXX, INC.
By:
--------------------------
Its:
-------------------------
ACKNOWLEDGED and AGREED TO
this ___ day of _____________, 2001.
XXXXX-PHOENIX CORPORATE CENTER LIMITED PARTNERSHIP
By:
--------------------------
Its:
-------------------------
LEASE TERMINATION AGREEMENT
THIS LEASE TERMINATION AGREEMENT is made and entered into as of
10/01/01 by and between XXXXX-PHOENIX CORPORATE LIMITED PARTNERSHIP, a Maryland
limited partnership ("Landlord") by XXXXX OFFICE MANAGEMENT OF ARIZONA, INC.,
Managing Agent, and XXXXXXX.XXX, INC., a Nevada corporation ("Tenant").
R E C I T A L S:
A. Landlord and Tenant entered into a Lease dated May 12, 1999 (the
"Lease"), for Premises containing approximately 13,277 square feet of Rental
Area, in the building known as One Arizona Center (the "Premises"); and
B. Landlord and Tenant mutually desire to affect an early
termination of the Lease provided certain conditions precedent are met.
NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00),
paid by Landlord and Tenant, each to the other, and the mutual covenants and
conditions hereinafter contained, and for other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, Landlord and
Tenant agree as follows:
1. TERMINATION OF LEASE. Effective the earlier to occur of (i)
thirty (30) days after the date of written notice from Landlord; or (ii) October
31, 2001 ("Termination Date"), the Lease shall be terminated and shall be of no
further force and effect, except as hereinafter provided, and provided that (a)
Tenant has executed and delivered to Landlord four (4) copies of this Lease
Termination Agreement without modification, alteration or addition hereto, and
(b) Tenant has paid to Landlord, upon the execution of this Lease Termination
Agreement the sum of One Hundred Thirty Thousand Dollars and No Cents
($130,000.00) as an early termination fee in addition to forfeiting the Security
Deposit. The foregoing termination fee shall include all Rent and other sums due
and owing Landlord under the Lease through the Termination Date, regardless of
whether the Termination Date occurs October 31, 2001 or earlier.
In the event the conditions precedent to the cancellation of the Lease have been
fulfilled, Tenant shall vacate the Premises on or before the Termination Date,
and shall remove all of its trade fixtures and personal property from the
Premises and leave the Premises broom clean an din as good as condition as when
received, normal wear and tear accepted.
2. RELEASE OF LIABILITY. Effective upon the Termination Date,
Landlord an Tenant shall release each other from any and all liabilities, claims
rights or causes of action arising out of or with respect to the Lease on or
after such Termination Date, however, Landlord shall not waive those claims that
Landlord may have against Tenant for (a) indemnification of the Landlord as
provided in Section 22 of the Lease which shall survive the termination of the
Lease as to any act, omission or occurrence which took place prior to the
termination of the Lease, (b) holdover damages, in accordance with the Lease, in
the event Tenant fails to vacate in
accordance with the terms hereof, and (c) costs and expenses of Landlord,
including attorney's fees, incurred in enforcing the terms of this Lease
Termination Agreement.
3. TERMINATION IN ACCORDANCE WITH PROVISIONS. In the event the Lease
is not cancelled and terminated in accordance with the provisions contained
hereinabove, this Lease Termination Agreement shall be null and void, and of no
further force and effect, and Landlord shall continue, notwithstanding this
Lease Termination Agreement, to have any and all rights to assert claims and
demands under and pursuant to the laws, general and statutory, of the state
where the Premises is located, and of any other jurisdiction applicable to the
Tenant and the Lease.
4. ATTESTATION. Execution by signature of an authorized officer of
Landlord shall be effective only upon attestation thereof by corporate Secretary
or Assistant Secretary of Landlord and the affixing of Landlord's corporate
seal.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the day and year first above written.
ATTEST LANDLORD:
XXXXX-PHOENIX CORPORATE CENTER
LIMITED PARTNERSHIP
By: XXXXX OFFICE MANAGEMENT OF
ARIZONA, INC, Managing Agent
---------------------------- By: ----------------------------
ATTEST: TENANT:
XXXXXXX.XXX, INC.
---------------------------- By: ----------------------------
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