Exhibit 10.16
THIRD AMENDMENT TO OFFICE LEASE AGREEMENT
THIS THIRD AMENDMENT TO OFFICE LEASE AGREEMENT (this "Third Amendment")
is made and entered into effective as of July 1, 1998, by and between Xxxxxxx
Xxxxxxxx Joint Venture ("Landlord") and telecom technologies, inc. ("Tenant").
RECITALS
--------
WHEREAS, Landlord and Tenant entered into that certain Office Lease
Agreement dated as of April 4, 1997, that certain First Amendment to Office
Lease Agreement, dated November 1, 1997, and that certain Second Amendment to
Office Lease Agreement dated July 1, 1998 collectively, (the "Lease"), with
respect to certain Premises defined therein and commonly known as Suite 3000 at
0000 Xxxxx Xxxxxxx Xxxx., Xxxxxxxxxx, Xxxxxx Xxxxxx, Xxxxx, which Lease is
incorporated herein by reference;
WHEREAS, Landlord and Tenant desire to further amend the Lease to adjust
and clarify payment terms;
NOW, THEREFORE, in consideration of the mutual agreements herein set
forth, the mutual agreements set forth in the Lease, and other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Landlord and Tenant have agreed, and do hereby agree, as follows:
1. All terms used herein and not specifically defined shall have the
same meaning herein as is ascribed to them in the Lease.
2. Basic Rental is recalculated to be $3,009,171.04.
3. The Monthly Rental Installments are adjusted as set forth below for
the period from and after July 1, 1998:
Monthly from July 1, 1998 through August 31, 1998 -$33,290.27;
Monthly from September 1, 1998 through September 30, 1998-$44,286.10;
Monthly from October 1, 1998 through October 31, 1998 -$53,111.53;
and
Monthly from November 1, 1998 through October 31,2002 -$54,746.55
4. Prepaid Rent/Escrow Account: The Monthly Rental Installments shall be
paid directly from the Escrow Account pursuant to the Escrow
Agreement, Escrow No. 3488, as same has been amended from time to
time until such time as funds in the Escrow Account are not sufficient
to pay the required Monthly Rental Installment. At the time there are
not sufficient funds in the Escrow Account to pay the Monthly Rental
Installments, the Tenant shall begin paying the Monthly Rental
Installments. The following schedule approximates when the Escrow
Account will be depleted.
Escrow Account Balance as of July 1, 1998: $250,137.27
Less: July 98 Rent $33,290.27 $216,847.00
August 98 Rent $33,290.27 $183,556.73
September 98 Rent $44,286.10 $139,270.63
October 98 Rent $53,111.53 $ 86,159.10
November 98 Rent $54,746.55 $ 31,412.55
December 98 Rent $54,746.55 ($ 23,334.00)
So, effective December 1, 1998, Tenant will pay Landlord $23,334 for
the balance of December 98 rent. Then beginning the January 1, 1999
and continuing through October 31, 2002, Tenant will pay the monthly
rental installment of $54,746.55 at the first of each month.
Third Amendment to Office Lease Agreement
Page 2 of 2
5. Except as herein provided to the contrary, Tenant's lease of the
Premises from Landlord pursuant hereto shall be on the same terms and
conditions as those specified in the Lease.
6. The Lease (as amended by this Third Amendment) remains in full force
and effect and is hereby ratified and affirmed.
7. All other terms and conditions of the Lease shall remain unchanged
and in full force and effect.
IN WITNESS WHEREOF, this Third Amendment is hereby executed effective as
of the day and year first set forth above.
LANDLORD:
XXXXXXX XXXXXXXX JOINT VENTURE
a Texas general partnership
By: Jaytex Properties, Ltd.,
a Texas limited partnership
By: JRS Management, Inc.
By: /s/ W.T. Field
------------------------
W.T. Field, President
TENANT:
telecom technologies, inc.,
a Texas corporation
By: /s/ Xxxxxxxx Xxxxxx
----------------------------
Xxxxxxxx Xxxxxx, President
[Letter head of XXXXXXXX REALTY CORPORATION]
August 26, 1998
Xxxxx X. Xxxxxxx
State Bank & Trust
0000 Xxxxxxxxxxx
Xxxxxx, Xxxxx 00000
RE: Escrow Agreement #3488 between Xxxxxxx Xxxxxxxx Joint Venture and
telecom technologies, inc. ("TTI") with State Bank & Trust Company,
as Escrow Agent
Dear Xx. Xxxxxxx:
Enclosed for your file is a copy of the Third Amendment to Office Lease
Agreement effective July 1, 1998. TTI has leased an additional 11,717 rentable
square feet on the second floor of the pertinent building. Accordingly, the
lease payments have changed. Please let your records reflect that effective
September 1, 1998, and continuing through September 30, 1998, the revised
monthly rental payment to be paid out of escrow fund is $44,286.10. Then
beginning October 1, 1998, and continuing through October 31, 1998, the revised
monthly rental payment to be paid out of the escrow fund will be $53,111.53.
Then beginning November 1, 1998, and continuing through the depletion of the
escrow account, which we calculate to be on or around December 1, 1998, the
revised monthly rental payment to be paid out of the escrow fund will be
$54,746.55.
Sincerely,
XXXXXXX XXXXXXXX JOINT VENTURE,
a Texas joint venture
By: Jaytex Properties, Ltd., joint venturer
By: JRS Management, Inc., general partner
By: /s/ W.T. Field
-----------------------------
W.T. Field, President
ACCEPTED AND AGREED TO, as of this 8th day of September, 1998.
TELECOM TECHNOLOGIES, INC., a Texas corporation
By: Xxxxxxxx Xxxxxx
------------------------------
Xxxxxxxx Xxxxxx, President
[Letter head of XXXXXXXX REALTY CORPORATION]
September 9, 1998
Xx. Xxxxxxxx Xxxxxx
President
telecom technologies, inc.
0000 Xxxxx Xxxxxxx Xxxx.
Xxxxx 0000
Xxxxxxxxxx, Xxxxx 00000
RE: Right of First Refusal Challenge
Dear Xxxxxxxx:
Pursuant to Rider No. 201 of your Lease at 0000 Xxxxx Xxxxxxx Xxxx.,
please be advised that we are considering entering into a lease with HPS
America, Inc. The size of the lease is 1,601 rentable square feet ("RSF"). The
entire 1,601 rentable square feet is located within the Growth Area (see
Exhibit A attached) described in your Lease. The terms of the proposed lease
would be as follows:
Commencement Date: November 1, 1998
Demised Premises: 1,601 RSF, Second Floor
Annual Rental Rate: Year One (1) - $22.00/RSF
Year Two (2) - $22.00/RSF
Year Three (3) - $22.00/RSF
Year Four (4) - $22.00/RSF
Year Five (5) - $22.00/RSF
Expense Stop: 1998 Base Year
Space Planning and
Improvement Allowance: $18.00/RSF
Please deliver a signed copy of this notice back to us at your earliest
convenience.
Very truly yours,
/s/ Xxxxxxx Xxxxxxxx
H. Xxxxxxx Xxxxxxxx
HDT:sc
Xx. Xxxxxxxx Xxxxxx
telecom technologies, inc.
September 9, 1998
Page 2 of 2
telecom technologies, inc. has reviewed this notice and by its signature below
Accept to take the 1,601 rentable square feet.
AGREED TO AND ACCEPTED THIS 14 DAY OF SEPTEMBER, 1998.
telecom technologies, inc.
/s/ Xxxxxxxx Xxxxxx
----------------------------
Xxxxxxxx Xxxxxx, President
A mutually agreable start date will be negotiated
EXHIBIT "A"
SITE PLAN
RPS AMERICA, INC.
PREMISES : 1,601 RENTABLE SQUARE FEET
1701 : X. XXXXXXX
XXXXX 0000
XXXXXXXXXX, XX 00000
[Diagram of 2nd Level Floor Plan]
