Exhibit 10.2
SECOND AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT
This Second Amendment to Amended and Restated Lease Agreement (the "Second
Amendment"), made and dated this 14th day of March, 2005, is by and between
COUSINS PROPERTIES INCORPORATED, a Georgia corporation (the "Landlord"), and
INDUS INTERNATIONAL, INC., a Delaware corporation (the "Tenant").
RECITALS:
WHEREAS, Landlord and Tenant entered into that certain Amended and Restated
Lease Agreement dated August 1, 2000 (the "Lease") for that certain office space
consisting of 107,200 square feet of Rentable Floor Area, located at 0000 Xxxxx
Xxxxx Xxxxxxx, Xxxxxxx, Xxxxxxx 00000, as more particularly described in the
Lease (the "Demised Premises"), for a Lease Term expiring at midnight on March
31, 2012;
WHEREAS, the Lease was amended by First Amendment to Amended and Restated
Lease Agreement dated September 28, 2004 (the "First Amendment"), whereby
Landlord and Tenant set forth their understanding regarding the Declaration of
Easements and extended the time within which Tenant may utilize the Construction
Allowance from December 31, 2004 to December 31, 2005;
WHEREAS, Tenant wishes to further extend the time within which Tenant may
utilize the Construction Allowance and Landlord is willing to grant such
extension; and
AGREEMENT:
NOW THEREFORE, in consideration of the mutual promises contained herein and
other valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Landlord and Tenant hereby stipulate and agree as follows:
1. Paragraph 6 of the First Amendment is hereby deleted entirely and the
following shall be substituted in lieu thereof:
"If the Construction Allowance is not fully expended by Tenant by
December 31, 2006 for the payment of costs incurred for Tenant's Work
or to design Tenant's Plans or, to the extent permitted by Special
Stipulation 6, for cabling costs and moving expenses, any remaining
unused amount of the Construction Allowance shall be retained by
Landlord and Tenant shall have no further rights, whatsoever, with
respect thereto. On or before March 1, 2007, Tenant shall submit to
Landlord, in writing, all requests for disbursements of the
Construction Allowance. If the aggregate amount of disbursements
requested by Tenant, in written requests submitted to Landlord on or
before March 1, 2007 (the "Aggregate Request"), is less than the
Construction Allowance, then the portion of the Construction Allowance
equal to the amount by which the Construction Allowance exceeds the
Aggregate Request shall be retained by Landlord and Tenant shall have
no further rights, whatsoever, with respect thereto."
Except as modified herein, all other terms and conditions of the Lease, as
the same may have been previously modified from time to time, between the
parties above described, shall continue in full force and effect.
All capitalized terms used herein, and not otherwise defined herein, shall
have the meanings ascribed to them in the Lease.
IN WITNESS WHEREOF, the parties have executed this Second Amendment as of
the date and year first above written.
LANDLORD:
COUSINS PROPERTIES INCORPORATED,
a Georgia corporation
By: /s/ Xxxx X. XxXxx
---------------------------------
Xxxx X. XxXxx (print or type name)
Its: Senior Vice President
[Corporate Seal]
TENANT:
INDUS INTERNATIONAL, INC.,
a Delaware corporation
By: /s/ Xxx Xxxxxxxx
---------------------------------
Xxx Xxxxxxxx (print or type name)
Its: EVP & CFO
[Corporate Seal]
[end of signatures]
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