EXHIBIT 10.8
AMENDMENT TO TRIPLE NET LEASE AGREEMENT
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THIS AMENDMENT TO THAT CERTAIN TRIPLE NET LEASE AGREEMENT (the
"Amendment") is made and entered into as of the 14th day of
April, 2000, by and between Xxxxxx Construction, Inc., a Missouri
corporation ("Tenant"), and 00000 Xxxxxxxxx Xxxxx, LLC, a
Missouri limited liability company ("Landlord").
PREMISES:
The parties desire to amend the terms pursuant to which
Tenant leases certain Premises situated at 00000 Xxxxxxxxx Xxxxx,
Xxxxx Xxxx, Xxxxxxxx.
ThermoView Industries, Inc., a Delaware corporation
("ThermoView"), the owner of Tenant, has requested Xxxxxx X.
Xxxxxx (the "Shareholder"), an affiliate of Landlord, to exchange
certain amounts owed to the Shareholder by ThermoView for
1,113,500 shares of the ThermoView's 12% Cumulative Series D
Preferred Stock, and the Shareholder has requested that as part
of the consideration for such exchange Tenant and Landlord agree
to amend the Lease, but only to the extent, and subject to the
terms and conditions set forth in this Amendment.
NOW, THEREFORE, in consideration of the foregoing premises
and the mutual covenants and agreements contained herein and for
other good and valuable consideration, the receipt and adequacy
of which are hereby acknowledged, the parties hereto agree as
follows:
ARTICLE 1
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Definition of Terms
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[Intentionally omitted]
ARTICLE 2
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Amendments to Lease
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Such lease is hereby amended in the following respects:
2.1 ADDITION THERETO. A new paragraph is hereby added at
the end of such lease, which new paragraph shall provide in its
entirety as follows:
"Notwithstanding anything in this Lease to the contrary,
until such time as ThermoView Industries, Inc., a Delaware
corporation ("ThermoView") has redeemed all of the 1,113,500
shares of ThermoView's 12% Cumulative Series D Preferred
Stock issued to Xxxxxx X. Xxxxxx (the "Shareholder")
pursuant to an Agreement dated April 14, 2000, by and
between ThermoView and the Shareholder (the "Shareholder's
Series D Stock"), Landlord shall have the right and power to
terminate this Lease by delivering a written notice to
Tenant specifying a termination date at the end of the month
following the month in which such notice was delivered, and
upon Tenant's receipt of such notice the term of this Lease
shall be deemed to have expired on such termination date."
ARTICLE 3
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Acknowledgment and Ratification
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3.1 RATIFICATION. Except as expressly amended by this
Amendment, such lease is and shall be unchanged, and all of the
terms, provisions, covenants and agreements thereof or thereto
shall remain and continue in full force and effect, and are
hereby ratified, reaffirmed and confirmed by the parties. The
parties acknowledge that the Landlord, to the extent not a party
to this Amendment, under such lease is a third party beneficiary
of this Amendment.
ARTICLE 4
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General Provisions
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4.1 GOVERNING LAW. The laws of the State of Missouri shall
govern the construction of this Amendment and the rights and
remedies and duties of the parties hereto.
4.2 SECTION HEADINGS. The section headings contained in
this Amendment have been inserted solely for convenience of
reference, and shall not be construed as part of this Amendment.
4.3 COUNTERPARTS. This Amendment may be signed by each
party hereto upon a separate copy, in which event all of said
copies shall constitute a single counterpart to this Amendment.
This Amendment may be executed in any number of counterparts,
each of which shall be deemed to be an original, but all of which
together shall constitute but one and the same instrument. It
shall not be necessary, in making proof of this Amendment, to
produce or account for more than one such counterpart.
IN TESTIMONY WHEREOF, the Tenant has caused its duly
authorized representative to execute and deliver, and the
Landlord has executed and delivered, this Amendment, effective as
of the day and year first above written.
00000 Xxxxxxxxx Xxxxx, LLC Xxxxxx Construction, Inc.
BY: /s/ Xxxxxx X. Xxxxxx BY: /s/ Xxxxxx X. Xxxxxxxx
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TITLE: TITLE: President
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/s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx
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