EXHIBIT 10.26
ASSIGNMENT OF LEASE
This Assignment of Lease ("Assignment"), effective December 1, 1996, by and
between Pacific Xxxx Information Services, a California corporation,
("Assignor") and SmarTalk Teleservices, Inc., a California corporation
("Assignee").
Recitals
WHEREAS, WTR Properties, as Lessor, and Pacific Xxxx Information Services
as Lessee, entered a lease on January 21, 1994, (the "Lease"); and
WHEREAS, the leased premises are located at 000 Xxxxx Xxxxxx, 0xx Xxxxx,
Xxxxx 000, Xxx Xxxxxxxxx; and
WHEREAS, the term of the lease, is for a period of 5 years and 7 days,
commencing on January 24, 1994 and ending on January 31, 1999 subject to earlier
termination as provided in the lease; and
WHEREAS, Assignor desires to assign the Lease to Assignee, and Assignee
desires to accept the assignment of lease; and
NOW THEREFORE, Assignor and Assignee agree as follows.
Assignment
For value received, Assignor assigns and transfers to Assignee all of
Assignor's right, title, and interest in and to the Lease attached hereto and
incorporated by reference herein as Exhibit A. Assignee agrees to and does
accept the assignment. Assignee expressly assumes and agrees to keep, perform,
and fulfill all the terms, covenants, conditions, and obligations, required to
be kept, performed, and fulfilled by Assignor as Lessee under the lease,
including the making of all payments due to or payable on behalf of Lessor under
the Lease when due and payable.
As further consideration for this Assignment, Assignee agrees to pay to
Lessor, as a security deposit, five (5) months base rent in the amount of
$29,216.00 ("Security Deposit"). The parties agree that the Security Deposit
shall be applied to four (4) consecutive months of base rental payments
commencing on December 1, 1996. The balance of the Security Deposit shall be
returned to Assignee at the end of term of the Lease, provided that such amount
has not been previously applied by Lessor to offset any amounts owed
by Assignee under the Lease, or Assignee has not otherwise defaulted under the
Lease. A copy of Lessor's standard provision on Security Deposit is attached
hereto and made a part hereof (Exhibit B). Assignee shall pay such consideration
to Lessor upon execution of this Assignment.
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(SIGNATURE PAGE FOLLOWS)
IN WITNESS WHEREOF, the parties have executed this Assignment of Lease on
the respective dates indicated below.
ASSIGNOR: ASSIGNEE:
PACIFIC XXXX SMARTALK
INFORMATION SERVICES TELESERVICES, INC.
/s/ Xxxxxxx Xxxxxxx /s/ Xxxxxx X. Xxxxxx
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Xxxxxxx Xxxxxxx Xxxxxx X. Xxxxxx
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type or print name type or print name
Title: Title: President and CEO
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Date: Date:
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000 XXXXX XXXXXX
XXX XXXXXXXXX, XXXXXXXXXX
OFFICE LEASE
BASIC LEASE INFORMATION
DATE: January 21, 1994
LESSOR: WTR Properties, Inc.
LESSOR'S ADDRESS: USL Property Management, Inc.
000 Xxxxxx Xxxxxx, Xxxxx 000
Xxx Xxxxxxxxx, Xxxxxxxxxx 00000
LESSEE: Pacific Xxxx Information Services
LESSEE'S ADDRESS: 0000 Xxxx Xxxxxx Xxxx, Xxxx 0000X
Xxx Xxxxx, XX 00000
LESSEE'S CONTACT: Telephone:
PREMISES: Floor: 5th Suite 500
TOTAL RENTABLE SQUARE FOOTAGE: Approximately 5,478 rentable sq. ft.
LESSEE'S PROPORTIONATE SHARE: 19.94%
BASE YEAR: 1994
COMMENCEMENT DATE: January 24, 1994
EXPIRATION DATE: January 31, 1999
BASE RENTAL: 1st lease year: $10/sq.ft./annum;
2nd lease year: $11/sq.ft./annum;
3rd lease year: $12/sq.ft./annum;
4th lease year: $13/sq.ft./annum;
5th lease year: $14/sq.ft./annum
SECURITY DEPOSIT: None
The Basic Lease Information shall be read as one document with the Office Lease
and in the event of any conflict between the Basic Lease Information and the
Office Lease, the later shall control.
Lessor Lessee
WTR PROPERTIES, INC. PACIFIC XXXX INFORMATION SERVICES
By: /s/ Xxxxxxx X. X. Sin By: /s/ X. X. Xxxxx
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Xxxxxxx X. X. Sin X. X. Xxxxx
Authorized Representative Authorized Representative
Date: January 26, 1994
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CONSENT OF LESSOR
The undersigned is the Lessor in the Lease described in the above
Assignment and consents to the assignment of Lease to SmarTalk Teleservices,
Inc. Lessor expressly releases Pacific Xxxx Information Services from all future
obligations imposed on Lessee under the terms of the Lease.
LESSOR
WTR PROPERTIES, INC.
/s/ Xxxxxxx X. X. Xxx
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Xxxxxxx X. X. Xxx
President and Chief Executive Officer
Date: November 20, 1996
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