SUBLEASE AGREEMENT
The parties agree as follows:
DATE OF THIS October 21, 1997
SUBLEASE:
PARTIES TO THIS Overtenant: LIT, Inc.
SUBLEASE: Address for notices: 00 Xxxx Xxxxx,
a/k/a 000 Xxxx 00xx Xxxxxx
Xxx Xxxx, XX 00000
You, the Undertenant: Net Grocer, Inc.
Address for notices: 11th Floor, 000 Xxxxxxx
Xxxxxx
Xxx Xxxx, XX 00000
If there are more than one Overtenant or
Undertenant, the words "Overtenant" and
"Undertenant" used in this Sublease includes
them.
INFORMATION FROM OVER- Landlord: 000 0xx Xxx. Realty Co.
LEASE: Address for notices: 000 Xxxx Xxxxxx Xxxxx
Xxx Xxxx, XX
Overtenant:
Address for notices:
Date of Over-Lease: February 5, 1992
Term: from: February 5, 1992
to: February 28, 2005
A copy of the Over-Lease is attached as an
important part of the Sublease.
TERM: 1. Three years: Zero months:
Beginning: October 1997
ending: November 30, 2000
PREMISES RENTED: 2. All space on the 11th floor
directly accessible from existing glass
door entrance way excluding only building's
common areas measuring approximately 9,000
square feet (the "Premises") in the
building located at 000 Xxxxxxx Xxxxxx.
USE OF PREMISES: 3. The premises may be used for general and
executive offices, sales service and
distribution of Undertenant's products
only.
RENT: 4. See Rider
SECURITY: 5.
AGREEMENT TO LEASE AND 6. Overtenant sublets the premises to you, the
PAY RENT: Undertenant, for the Term. Overtenant
states that it has the authority to do so.
You, the Undertenant, agree to pay the Rent
and other charges as required in the
Sublease. You, the Undertenant, agree to do
everything required of you in the Sublease.
NOTICES: 7. All notices in the Sublease shall be sent
by certified mail, "return receipt
requested", by a nationally recognized
overnight courier or hand delivered with
signed receipt.
SUBJECT TO: 8. The Sublease is subject to the Over-Lease.
It is also subject to any agreement to
which the Over-Lease is subject. You, the
Undertenant, state that you have read and
initialed the Over-Lease and will not
violate it in any way.
OVERTENANT'S DUTIES: 9. The Over-Lease describes the Landlord's
duties. The Overtenant is not obligated to
perform the Landlord's duties. If the
Landlord fails to perform, you, the
Undertenant, must send the Overtenant a
notice. Upon receipt of the notice, the
Overtenant shall then promptly notify the
Landlord and demand that the Over-Lease
agreements be carried out. The Overtenant
shall continue the demands until the
Landlord performs.
CONSENT: 10. If the Landlord's consent to the Sublease
is required, this consent must be received
within days from the date of this Sublease.
If the Landlord's consent is not received
within this time, the Sublease will be
terminable at any time thereafter by either
party. In such event all parties are
automatically released and all payments
shall be refunded to you, the Undertenant.
ADOPTING THE 11. The provisions of the Over-Lease are part
OVER-LEASE AND of this Sublease. All the provisions of the
EXCEPTIONS: Over-Lease applying to the Overtenant are
binding on you, the Undertenant, except
these:
a.) These numbered paragraphs of the
Over-Lease shall not apply: 1, 47, 66,
86, 96(k), 100, 125, 126, 127, 128,
133, 135, 29, 30, 42, 51, 75, 81 and
82,
b.) These numbered paragraphs of the
Over-Lease are changed as follows: and
except to the extent that they are
inapplicable or modified by the
provisions of this Sublease.
NO AUTHORITY: 12. You, the Undertenant, have no authority to
contact or make any agreement with the
Landlord about the premises or the
Over-Lease. You, the Undertenant, may not
pay rent or other charges to the Landlord,
but only to the Overtenant.
SUCCESSORS: 13. Unless otherwise stated, the Sublease is
binding on all parties who lawfully succeed
to the rights or take the place of the
Overtenant, or you, the Undertenant.
Examples are an assign, heir, or a legal
representative such as an executor or your
will or administrator of your estate.
CHANGES: 14. This sublease can be changed only by an
agreement in writing signed by the parties
to the Sublease.
SIGNATURES: OVERTENANT: LIT, Inc.
/s/ Xxxx Xxxxxxxxx
-----------------------------------------
-----------------------------------------
You, the UNDERTENANT: Net Grocer, Inc.
/s/ Xxxxxx Nissan
Witness: -----------------------------------------
/s/ Xxxxxxx X. Xxxxxxx Xxxxxx Nissan
----------------------------- -----------------------------------------
STATE OF COUNTY OF ss:
On 19 before me personally appeared
to me known and known to me to be the individual(s) described in and who
executed the foregoing Sublease, and duly acknowledged to me that he executed
the same.
-----------------------------------------
GUARANTY OF PAYMENT WHICH IS PART OF THE SUBLEASE
DATE OF GUARANTY: 19
GUARANTOR
AND ADDRESS:
REASON FOR 1. I know that the Overtenant would not rent
GUARANTY: the premises to the Undertenant unless I
guarantee Undertenant's performance. I have
also requested the Overtenant to enter into
the Sublease with the Undertenant. I have a
substantial interest in making sure that
the Overtenant rents the premises to the
Undertenant.
GUARANTY: 2. The following is my Guaranty:
I guaranty the full performance of the
Sublease by the Undertenant. This Guaranty
is absolute and without any condition. It
includes, but is not limited to, the
payment of rent and other money charges.
In addition, I agree to these other terms:
CHANGES IN 3. This Guaranty will not be affected by any
SUBLEASE HAVE NO change in the Sublease, whatsoever. This
EFFECT: includes, but is not limited to, any
extension of time or renewals. The Guaranty
will be binding even if I am not a party to
these changes.
WAIVER OF NOTICE: 4. I do not have to be informed about any
failure of performance by Undertenant. I
waive notice of non-payment or
nonperformance.
PERFORMANCE: 5. If the Undertenant fails to perform under
the Sublease, the Overtenant may require me
to perform without first demanding that the
Undertenant perform.
WAIVER OF JURY TRIAL: 6. I give up my right to trial by jury in any
claim related by to the Sublease or this
Guaranty.
CHANGES: 7. This Guaranty of payment and performance
can be changed only by written agreement
signed by all parties to the Sublease and
Guaranty.
SIGNATURES: WITNESS: GUARANTOR:
----------------------- -----------------------
-2-
RIDER to SUBLEASE AGREEMENT
between
LIT, Inc., as Overtenant, and NetGrocer, Inc., as Undertenant
dated October 21, 1997
This RIDER to SUBLEASE AGREEMENT between LIT, Inc., as Overtenant, and
NetGrocer, Inc., as Undertenant, dated October 21, 1997 ("Rider") amends and
modifies the Sublease Agreement entered into by the above parties, as follows:
1. This Sublease Agreement is subject and subordinate to the Xxxxxxxxx
dated February 5, 1992, a copy of which is attached hereto and made a
part hereof, and to the matters to which that Xxxxxxxxx is or shall be
subordinate, and in the event of termination, reentry, or dispossess
by Landlord under that Xxxxxxxxx, Landlord may, at its option take
over all of the right, title and interest of Undertenant to attorn to
Landlord pursuant to then executory provisions of such Sublease,
except that Landlord shall not: (i) be liable for any previous act or
omission of Overtenant under such Sublease; (ii) be subject to any
offset, not expressly provided in such Sublease, that theretofore
accrued to such Undertenant against Overtenant; or (iii) be bound by
any previous modification of such Sublease or by any previous
prepayment of more than one month's fixed rent or any additional rent
then due.
2. The Parties represent that they have dealt with no broker in
connection with this transaction other than Xx. Xxxxxxx Xxxx of
Xxxxxxx Xxxx Realty Associates, Inc. and Xx. Xxxxx Xxxxxxx of Xxxxxx
Xxxxxxx, Inc. and that Overtenant is solely responsible for the
payment of any and all brokerage fees to those brokers pursuant to a
separate agreement to which Undertenant is not a party. The Parties
are entering into this Sublease Agreement in reliance on this
representation by each other. The Overtenant agrees to indemnify and
hold the Undertenant harmless from any claim made by either of the
above brokers against the Undertenant relating to this Sublease
Agreement, and the Parties agree to indemnify and hold each other
harmless from any claim made by any other broker with whom they have
dealt and arising out of a breach of the foregoing representation.
3. The Overtenant's identification number is: 00-0000000. The
Undertenant's identification number is: 00-0000000.
4. This Sublease Agreement is subject to the receipt of Landlord's
consent under Article 96 of the Xxxxxxxxx.
5. Par. 4 of the printed Sublease Agreement form is replaced with the
following:
Rent: 4. The rent for the term of the first 12 months ending
September 30, 1998 is $13,125.00 per calendar month. You, the
Undertenant, xxxx
XXXXX to SUBLEASE AGREEMENT
between LIT, Inc., as Overtenant, and NetGrocer, Inc., as Undertenant
October __, 1997
pay this rent to the Overtenant in equal monthly payments of
$13,125.00. Payments shall be paid in advance on the first
day of each month during the term of the Sublease ending
November 30, 1998.
The yearly rent for the second 12 calendar months of the term
of the Sublease is $163,800.00. You, the Undertenant, will
pay this yearly rent to the Overtenant in twelve equal
monthly payments of $13,650.00. Payments shall be paid in
advance on the first day of each month during the second
calendar year of the Term.
The yearly rent for the third 12 calendar months of the term
of the Sublease is $170,352.00. You, the Undertenant, will
pay this yearly rent to the Overtenant in twelve equal
monthly payments of $14,196.00. Payments shall be paid in
advance on the first day of each month during the third
calendar year of the Term.
In addition, at the time of execution of the Sublease
Agreement, Undertenant shall pay to Overtenant rent for the
month of November, 1997 and shall prepay rent for the month
of November, 2000.
6. Rent Abatement:
Provided that the Undertenant is not in breach of any provision of
this Sublease Agreement beyond any applicable notice and grace period, the
Overtenant will extend to the Undertenant the following concessions:
a. Rent for the month of February, 1998 shall be abated; and
b. Rent for the month of February, 1999 shall be abated.
7. Expansion into Contiguous Space:
a. Commencing as of December 1, 1997, or as soon thereafter as the
contiguous space of approximately 2,000 square feet currently occupied by Xxx
Xxxxxxxx, C.P.A., on the 11th floor of 000 Xxxxxxx Xxxxxx, immediately outside
the glass doorway to the original demised premises and being the balance of the
space demised to Overtenant pursuant to the Xxxxxxxxx (the "Additional
Premises") is delivered to the Undertenant (the "Additional Effective Date"),
this Sublease is amended as follows:
-2-
RIDER to SUBLEASE AGREEMENT
between LIT, Inc., as Overtenant, and NetGrocer, Inc., as Undertenant
October __, 1997
(1) the Premises shall consist both of:
(a) the Original Premises, and
(b) the Additional Premises,
and the term "Premises" in the Sublease, including in this Rider, thenceforth
shall be deemed to include both the Original Premises and the Additional
Premises.
b. As of the Additional Effective Date, the Sublease is hereby amended
as follows:
(1) With respect to the Additional Premises only:
(a) until November 1, 1998, rent shall be payable to the
Overtenant in equal monthly payments of $2,916.67. Payments
shall be paid in advance on the first day of each month during
that period;
(b) the yearly rent for the second 12 calendar months of the term
of the Sublease is $36,400.00. You, the Undertenant, will pay
this yearly rent to the Overtenant in twelve equal monthly
payments of $3,033.33. Payments shall be paid in advance on
the first day of each month during the second calendar year of
the Term.
(c) the yearly rent for the third 12 calendar months of the term
of the Sublease is $37,856.00. You, the Undertenant, will pay
this yearly rent to the Overtenant in twelve equal monthly
payments of $3,154.67. Payments shall be paid in advance on
the first day of each month during the third calendar year of
the Term.
If Overtenant is unable to give possession of the Premises or the
Additional Premises on the Effective or the Additional Effective Date, as the
case may be, because of the holding over or retention of possession of any
tenant, subtenant, undertenant or occupant, or for any other reason, Overtenant
shall not be subject to any liability for failure to give possession on said
date and the validity of the Sublease, or of this provision, shall not be
impaired under such circumstances, nor shall the same be construed in any way
to extend the term of the Sublease. In addition, as respects the Additional
Premises only, in the event that Overtenant is unable to give possession of the
Additional Premises on the Additional Effective Date, as above, and such
inability
-3-
RIDER to SUBLEASE AGREEMENT
between LIT, Inc., as Overtenant, and NetGrocer, Inc., as Undertenant
October __, 1997
shall continue beyond January 15, 1998, then for each day that possession is
delayed beyond January 15, 1998, fixed rent for the Additional Premises shall
be abated to the extent of one day's rent that would otherwise have been
payable as to the Additional Premises. The provisions of this paragraph are
intended to constitute "an express provision to the contrary" within the
meaning of Section 223-a of the New York Real Property Law.
If the Commencement Date of this Sublease shall be a date other than
the first day of a calendar month, then the fixed rent for any such partial
calendar month during which commencement of the Sublease shall occur shall be
prorated on a per-diem basis. If the Additional Commencement Date shall be a
date other than the first day of a calendar month, then the fixed rent for any
such partial calendar month during which the Additional Commencement Date shall
occur shall be prorated on a per-diem basis.
Notwithstanding the foregoing, Overtenant agrees to use reasonable
efforts to gain possession of the Premises, or the Additional Premises, as the
case may be, on the Effective Date or the Additional Effective Date, as the
case may be.
8. Option to Renew until February 28, 2005:
a. Overtenant grants to Undertenant a right to extend the term of
Sublease to February 28, 2005, provided, however, that during
such extended term, the rent for the Original Premises shall be
as follows:
(1) The yearly rent for the first 12 calendar months of the
extended term of the Sublease, if any, will be $177,166.08.
You, the Undertenant, would pay this yearly rent to the
Overtenant in twelve equal monthly payments of $14,763.83.
Payments would be paid in advance on the first day of each
month during the first calendar year of the extended Term.
(2) The yearly rent for the second 12 calendar months of the
extended term of the Sublease, if any, will be $184,252.72.
You, the Undertenant, would pay this yearly rent to the
Overtenant in twelve equal monthly payments of $15,354.39.
Payments would be paid in advance on the first day of each
month during the second calendar year of the extended Term.
(3) The yearly rent for the third 12 calendar months of the
extended term of the Sublease, if any, is $191,622.83. You,
the Undertenant,
-4-
RIDER to SUBLEASE AGREEMENT
between LIT, Inc., as Overtenant, and NetGrocer, Inc., as Undertenant
October __, 1997
would pay this yearly rent to the Overtenant in twelve equal
monthly payments of $15,968.57. Payments would be paid in
advance on the first day of each month during the third
calendar year of the extended Term.
(4) The yearly rent for the fourth 12 calendar months of the
extended term of the Sublease, if any, is $199,287.75. You,
the Undertenant, would pay this yearly rent to the
Overtenant in twelve equal monthly payments of $16,607.31.
Payments would be paid in advance on the first day of each
month during the fourth calendar year of the extended Term.
(5) The rent for the remaining 4 months of the extended term of
the Sublease, if any, after the first four years of the
extended term of the Sublease, from October 1, 2004 to
February 28, 2005, would be $86,358.00. You, the
Undertenant, would pay this rent to the Overtenant in five
equal monthly payments of $17,271.60. Payments would be paid
in advance on the first day of each month during the
extended Term.
b. Provided that Overtenant has delivered possession of the
Additional Premises to the Undertenant, the fixed rent for the
Additional Premises shall be as follows:
(1) The yearly rent for the first 12 calendar months of the
extended term of the Sublease, if any, will be $39,370.24.
You, the Undertenant, would pay this yearly rent to the
Overtenant in twelve equal monthly payments of $3,280.85.
Payments would be paid in advance on the first day of each
month during the first calendar year of the extended Term.
(2) The yearly rent for the second 12 calendar months of the
extended term of the Sublease, if any, will be $40,945.05.
You, the Undertenant, would pay this yearly rent to the
Overtenant in twelve equal monthly payments of $3,412.09.
Payments would be paid in advance on the first day of each
month during the second calendar year of the extended Term.
(3) The yearly rent for the third 12 calendar months of the
extended term of the Sublease, if any, is $42,582.85. You,
the Undertenant, would pay this yearly rent to the
Overtenant in twelve equal
-5-
RIDER to SUBLEASE AGREEMENT
between LIT, Inc., as Overtenant, and NetGrocer, Inc., as Undertenant
October __, 1997
monthly payments of $3,548.57. Payments would be paid in
advance on the first day of each month during the third
calendar year of the extended Term.
(4) The yearly rent for the fourth 12 calendar months of the
extended term of the Sublease, if any, is $44,286.17. You,
the Undertenant, would pay this yearly rent to the
Overtenant in twelve equal monthly payments of $3,690.51.
Payments would be paid in advance on the first day of each
month during the fourth calendar year of the extended Term.
(5) The rent for the remaining 4 months of the extended term of
the Sublease, if any, after the first four years of the
extended term of the Sublease, from October 1, 2004 to
February 28, 2005, would be $19,190.65. You, the
Undertenant, would pay this rent to the Overtenant in five
equal monthly payments of $3,838.13. Payments would be paid
in advance on the first day of each month during the
extended Term.
9. In addition, Undertenant shall pay as additional rent the following:
a. water charges in the amount of $75.00 per month;
b. sprinkler charges in the amount of $75.00 per month; and
c. Undertenant's share (which Overtenant believes to be and
represents is 2.78% in total as to the Premises and Additional
Premises combined, and, as allocated as between the Premises and
the Additional Premises, would be 2.27455% as to the Premises and
0.50545% as to the Additional Premises), pursuant to Overtenant's
lease with Landlord, of any and all increases in Real Estate
Taxes above the Real Estate Taxes for the 1997/1998 New York City
fiscal year (hereinafter referred to as the "Base Tax Year")
imposed on the Property with respect to every Tax Year or part
thereof during the term of this Sublease, whether any such
increase results from a higher tax rate or an increase in the
assessed valuation of the Property, or both. "Property" shall
mean the land and building, including any "air rights," of which
the Premises (Original Premises and Additional Premises) are a
part. "Real Estate Taxes" shall mean taxes and assessments
imposed upon the Property, including any special assessments
imposed thereon for any purpose whatsoever, and also including
taxes payable by Landlord to a ground lessor with respect
-6-
RIDER to SUBLEASE AGREEMENT
between LIT, Inc., as Overtenant, and NetGrocer, Inc., as Undertenant
October __, 1997
thereto. If due to change in the method of taxation, any
franchise, income, profit, other tax, however designated, shall
be levied against Landlord's interest in the Property in whole or
in part for or in lieu of any tax which would otherwise
constitute Real Estate Taxes, such change in method of taxation
shall be included in the term "Real Estate Taxes" for purposes
hereof. "Tax Year" shall mean each period of twelve months
commencing on the first day of July, subsequent to the Base Tax
Year, in which occurs any part of the term of this Sublease or
such other period of twelve months occurring during the term of
this Sublease as hereafter may be duly adopted as the fiscal year
for real estate tax purposes of the City of New York. All such
payments shall be appropriately pro-rated for any partial Tax
Years occurring during the first and last years of the term of
this Sublease. A copy of the Tax Xxxx of the City of New York
shall be sufficient evidence of the amount of Real Estate Taxes
and calculation of the amount to be paid by Undertenant.
Only Landlord shall be eligible to institute tax reduction or other
proceedings to reduce the assessed valuation. Should Landlord be successful in
any such reduction proceeding and obtain a rebate for periods during which
Undertenant has paid Undertenant's share of increase, Overtenant shall return
to Undertenant Undertenant's pro-rata share of such rebate except that
Undertenant may not obtain any portion of the benefits which may accrue to
Overtenant from any reduction in Real Estate Taxes for any Tax Year below those
imposed in the Base Tax Year.
The amount due under this provision shall be collected as additional
rent without set-off or deduction and shall be paid in the following manner:
Any adjustment in rent occurring by reason of the Tax Year concerned
and, after Overtenant shall have furnished Undertenant with a statement setting
forth the real estate taxes for the tax year concerned, all monthly
installments of rent shall reflect one-twelfth (1/12th) of the annual amount of
such adjustment until a new adjustment becomes effective pursuant to the
provisions of this paragraph.
If any tax statement is furnished to the Undertenant after the
commencement of the effective date of any such adjustment, there shall be
promptly paid by Undertenant to Overtenant an amount equal to the portion of
such adjustment allocable to that part of the Tax Year which shall have elapsed
prior to the first day of the calendar month next succeeding the calendar month
in which said statement was furnished to Undertenant.
-7-
RIDER to SUBLEASE AGREEMENT
between LIT, Inc., as Overtenant, and NetGrocer, Inc., as Undertenant
October __, 1997
The Overtenant's failure during the Sublease term to prepare and
deliver any of the tax bills or Overtenant's failure to make a demand, shall
not in any way cause Overtenant to forfeit or surrender its right to collect
any of the additional rent which may have become due during the term of this
Sublease. The Undertenant's liability for the amounts due under this paragraph
shall survive the expiration of the term for a period of no more than two (2)
years.
10. Electric Power Provision and Consumption:
Notwithstanding anything to the contrary that may be provided
elsewhere, Undertenant is solely responsible for the payment of all costs and
expenses to provide electrical service to the Premises, including without
limitation, costs of maintenance, repair and operation.
11. Overtenant's Work and Original Premises and Additional Premises in
As-Is Condition:
Undertenant agrees to take the Premises and Additional Premises in
"as-is" condition, except that Overtenant agrees to repair or replace broken or
missing ceiling tiles, if any, existing at the time of delivery of the Premises
or Additional Premises, as the case may be. Overtenant also agrees to repair
any damaged walls, and to clean any soiled carpet, in the Premises or
Additional Premises, as the case may be, existing at the time of delivery.
12. Access to and Control of Supplemental Air-Conditioning:
Overtenant represents that Undertenant shall have access to the
supplemental air-conditioning servicing the Premises, and that the heating and
air-conditioning servicing the Premises can be controlled from within the
Premises.
13. Square Footage [47]:
The Undertenant does hereby acknowledge that no representations have
been made to the Undertenant by the Overtenant or by anyone acting on behalf of
the Overtenant as to the amount of square footage in the Premises. The
Undertenant has inspected the demised premises and relies upon its own judgment
in computing the square footage of both the Original Premises and the
Additional Premises.
-8-
RIDER to SUBLEASE AGREEMENT
between LIT, Inc., as Overtenant, and NetGrocer, Inc., as Undertenant
October __, 1997
14. Obligation to Pay Rent and Other Charges [81]:
The Undertenant's obligation to pay basic rent, additional rent and
any other charges hereunder shall survive the expiration or sooner termination
of this Sublease.
15. Additional Rent [82]:
Any charges payable in addition to the basic rent and/or additional
rent specified in this Sublease shall be deemed additional rent hereunder.
16. Maintenance and Repair of Air-conditioning Equipment [86]:
The Undertenant covenants and agrees to obtain and maintain at
Undertenant's sole cost and expense an air-conditioning maintenance contract
for the maintenance of the heating unit and air-cooling units, all of which
serve only the demised premises, with a reputable air-conditioning contractor
acceptable to the Overtenant, at all times during the term of this Sublease,
and to promptly deliver a copy of such contract to the Overtenant.
17. Commencement of Term [127]:
The term of this Sublease shall commence on the date when the
Undertenant shall occupy the Original Premises or when said premises is ready
for occupancy by the Undertenant in accordance with par. 10 and Overtenant so
informs Undertenant and tenders delivery of possession thereof.
18. Agreement to Execute Commencement Memorandum [128]:
The Overtenant and the Undertenant agree to execute a memorandum
setting forth the date of Commencement of this Sublease.
19. Performance by Overtenant:
Notwithstanding any provision of this Sublease to the contrary, as to
obligations contained in this Sublease by incorporation by reference of the
provisions of the Xxxxxxxxx, Overtenant shall have the obligation to pay the
rent and the additional rent due under the Xxxxxxxxx and as to Overtenant's
obligations under the Xxxxxxxxx, upon request of the Undertenant, to request
the Landlord under the Xxxxxxxxx to observe and perform the Landlord's
obligations under the Xxxxxxxxx or, to permit the Undertenant to request or
require that the same be done in the Undertenant's name and stead.
-9-
RIDER to SUBLEASE AGREEMENT
between LIT, Inc., as Overtenant, and NetGrocer, Inc., as Undertenant
October __, 1997
20. Expiration Date of Contiguous Lease:
Overtenant hereby represents and warrants that (i) the term of the
existing lease between Overtenant and Xxx Xxxxxxxx, C.P.A., dated November,
1992, with respect to the Additional Premises (the "Contiguous Lease") expires
on November 30, 1997, and (ii) Overtenant shall not extend the term of the
Contiguous Lease.
Dated: October __, 1997
LIT, Inc. NETGROCER, INC.
/s/ Xxxx Xxxxxxxxx /s/ Xxxxxx Nissan
----------------------------- -----------------------------
By: Xxxx Xxxxxxxxx By: Xxxxxx Nissan
----------------------------- -----------------------------
Its: President Its: President
-10-
