1
EXHIBIT 10.19
FIRST AMENDMENT TO THE LEASE
between
REGENT HOLDING CORPORATION
and
XXXXXX TECHNOLOGIES, INC.
A ILLINOIS CORPORATION
for premises located at
000 Xxxxx Xxxxx Xxxx, Xxxxx 000
Xxxx Xxxxx, Xxxxxxx 00000
SUBMISSION OF THIS FIRST AMENDMENT FOR EXAMINATION DOES NOT CONSTITUTE AN
OFFER TO AMEND THE LEASE, AND THIS FIRST AMENDMENT SHALL BECOME EFFECTIVE ONLY
UPON EXECUTION AND DELIVERY HEREOF BY LANDLORD TO TENANT.
2
FIRST AMENDMENT TO LEASE
BETWEEN REGENT HOLDING CORPORATION,
A FLORIDA CORPORATION ("LANDLORD") SUCCESSOR TO
CROW-CHILDRESS-XXXXXX, LIMITED
A TEXAS LIMITED PARTNERSHIP AND XXXXXX
TECHNOLOGIES, INC., AN ILLINOIS CORPORATION ("TENANT")
SUCCESSOR TO INNOVATIVE SELECTIVE
SOFTWARE, INC., AN ILLINOIS CORPORATION
000 XXXXX XXXXX XXXX, XXXXX 000
XXXX XXXXX, XXXXXXX 00000
THIS FIRST AMENDMENT TO LEASE is made this 29th day of December, 1994 BETWEEN
REGENT HOLDING CORPORATION, A FLORIDA CORPORATION ("LANDLORD") SUCCESSOR TO
CROW-CHILDRESS-XXXXXX, LIMITED A TEXAS LIMITED PARTNERSHIP AND XXXXXX
TECHNOLOGIES, INC., AN ILLINOIS CORPORATION ("TENANT") SUCCESSOR TO INNOVATIVE
SELECTIVE SOFTWARE, INC., AN ILLINOIS CORPORATION.
BACKGROUND
X. Xxxxxx Technologies, Inc., successor to Innovative Selective
Software, Inc., is the Tenant under the Lease dated July 4, 1992
("Original Lease"), with Regent Holding Corporation, as Landlord,
for premises located in Congress Corporate Plaza II. The Landlord
leased to Tenant suite 230 consisting of approximately 8,345 square
feet ("Original Premises"), for a period of 36 months ("Original
Term") which is due to expire September 30, 1995.
B. At the time Landlord and Tenant wishes to expand the premises,
extend the Term of the Lease and modify the Base Rent.
WITNESSETH
In consideration of the mutual promises of the parties, intending to be legally
bound, hereby agree as follows:
1. THE PREMISES: In order to accommodate Tenant's need for additional
space, Landlord shall lease to Tenant effective January 1, 1995
("Expansion Date"), suite 232 at Congress Corporate Plaza II equal
to approximately 4,471 square feet ("Expansion Space"). The
Expansion Space is hatched and outlined on Exhibit B-1 of this First
Amendment. The Expansion Space and the Original Premises shall be
collectively referred to as "the Premises" and are more
specifically described in Exhibit A-1.
2. TERM: The Original Term of the Lease for the Premises shall be
amended and extended for a period of fifty-one (51) months
("Extended Term") from the New Rent Commencement Date, as herein
defined the New Rent Commencement Date shall be October 1, 1995.
3
FIRST AMENDMENT TO LEASE
BETWEEN REGENT HOLDING CORPORATION,
A FLORIDA CORPORATION ("LANDLORD") SUCCESSOR TO
CROW-CHILDRESS-XXXXXX, LIMITED
A TEXAS LIMITED PARTNERSHIP AND XXXXXX
TECHNOLOGIES, INC., AN ILLINOIS CORPORATION ("TENANT")
SUCCESSOR TO INNOVATIVE SELECTIVE
SOFTWARE, INC., AN ILLINOIS CORPORATION
000 XXXXX XXXXX XXXX, XXXXX 000
XXXX XXXXX, XXXXXXX 00000
(CONTINUED)
3. BASE RENT: In accordance with Section 3.01 of the Lease, Tenant
shall pay Base Rent during the remaining portion of the Original
Term and during the Extended Term according to the following
schedule:
MONTH OF MONTHLY ANNUAL
EXTENDED TERM BASE RENT BASE RENT
------------- --------- ---------
January 1, 1995 - April 30, 1995 $3,297.82 $39,573.84
May 1, 1995 - September 30, 1995 $5,160.74 $61,928.84
October 1, 1995 - September 30, 1996 $5,340.00 $64,080.00
October 1, 1996 - September 30, 1997 $5,607.00 $67,284.00
October 1, 1997 - September 30, 1998 $5,887.35 $70,648.20
October 1, 1998 - September 30, 1999 $6,181.72 $74,180.61
October 1, 1999 - December 31, 1999 $6,490.81 $77,889.64
4. ACCEPTANCE OF PREMISES: Tenant acknowledges that it has inspected
the Premises, knows the condition thereof, and accepts such
Premises, and specifically the building and improvements comprising
the same, in their present condition, as suitable for the purposes
for which the Premises are leased. Taking of possession by Tenant
shall be deemed conclusively to establish that said buildings and
other improvements are in good and satisfactory condition as of when
possession was taken. Tenant further acknowledges that no
representations as to the repair of the Premises, nor promises to
alter, remodel or improve the Premises have been made by Landlord,
unless such are expressly set forth in this Lease.
5. LANDLORD'S LIEN PROTECTION: Neither Tenant nor anyone claiming by,
through or under Tenant, including, without limitation, contractors,
subcontractors, materialmen, mechanics and laborers, shall have any
right to file or place mechanic's, materialmen's or other liens of
any kind whatsoever upon the demised premises or upon the tract of
land described on Exhibit A, or any portion thereof; on the
contrary, any such liens are specifically prohibited and shall be
null and void and of no further force or effect.
Tenant has no power to subject Landlord's interest in the demised
premises to any claim or lien of any kind or character and any
persons dealing with Tenant must look solely to the credit of the
Tenant for payment.
4
FIRST AMENDMENT TO LEASE
BETWEEN REGENT HOLDING CORPORATION,
A FLORIDA CORPORATION ("LANDLORD") SUCCESSOR TO
CROW-CHILDRESS-XXXXXX, LIMITED
A TEXAS LIMITED PARTNERSHIP AND XXXXXX
TECHNOLOGIES, INC., AN ILLINOIS CORPORATION ("TENANT")
SUCCESSOR TO INNOVATIVE SELECTIVE
SOFTWARE, INC., AN ILLINOIS CORPORATION
000 XXXXX XXXXX XXXX, XXXXX 000
XXXX XXXXX, XXXXXXX 00000
(CONTINUED)
6. RIGHT OF FIRST REFUSAL: If Landlord receives an offer (an "Outside
Offer") from a prospective tenant to lease space contiguous to the
Premises which Landlord desires to accept, Tenant shall have the
right of first refusal, subordinate to any preexisting rights or
options to renew, to lease such space from the Landlord upon the
identical terms and provisions contained in the Outside Offer.
Tenant shall have seven (7) calendar days from receipt of
notification by Landlord of the Outside Offer to elect to exercise
this right of first refusal by providing written notification of
such election to the Landlord and entering into a legally binding
agreement. In the event the Tenant fails to timely exercise this
right of first refusal, then the Landlord shall be free to
consummate the lease transaction specified in the Outside Offer with
the prospective tenant which has submitted the Outside Offer or with
any other prospective tenant. Tenant's right of first refusal shall
terminate upon Tenant electing not to exercise its right, and
thereafter Landlord may lease the space without first offering it to
Tenant.
7. SECURITY DEPOSIT: Landlord currently owes Tenant the amount
approximately equal to $4,934.14 due to over payment of Operating
Costs as per the Lease. Landlord's shall hold such overpayment as
"Additional Security Deposit." Such Additional Security Deposit
shall be deposited with Landlord according to the conditions set
forth in Paragraph 4.01 of the Original Lease.
8. OPERATING COSTS: Tenant shall pay all Operating Costs for the
Expansion Space during the term provided herein according to the
terms of the Original Lease with the exception that the square
footage of the premises shall be changed effective Jan. 1, 1995 to
approximately 12,816 square feet.
5
FIRST AMENDMENT TO LEASE
BETWEEN REGENT HOLDING CORPORATION,
A FLORIDA CORPORATION ("LANDLORD") SUCCESSOR TO
CROW-CHILDRESS-XXXXXX, LIMITED
A TEXAS LIMITED PARTNERSHIP AND XXXXXX
TECHNOLOGIES, INC., AN ILLINOIS CORPORATION ("TENANT")
SUCCESSOR TO INNOVATIVE SELECTIVE
SOFTWARE, INC., AN ILLINOIS CORPORATION
000 XXXXX XXXXX XXXX, XXXXX 000
XXXX XXXXX, XXXXXXX 00000
(CONTINUED)
9. MISCELLANEOUS: Except as set forth in the First Amendment, the Lease
is not otherwise modified and where the provisions of this First
Amendment conflict with the Lease, the First Amendment shall
override.
The parties intending to be bound hereby execute or cause this Second
Amendment to be executed this 29 day of December, 1999.
WITNESSES: LANDLORD:
/s/ [ILLEGIBLE]
------------------------------- Regent Holding Corporation
a Florida Corporation
/s/ XXXXX XXXXXXX
-------------------------------
By: /s/ [ILLEGIBLE]
-----------------------------------
Title: Agent
--------------------------------
TENANT:
Xxxxxx Technologies, Inc.,
a Illinois Corporation
/s/ [ILLEGIBLE]
-------------------------------
By: /s/ [ILLEGIBLE]
/s/ XXXXX XXXXXXX -----------------------------------
-------------------------------
Title: V.P. Finance and CFO
--------------------------------
0
XXX Xxxxx XX, Xxxxxxxx 0
XXXXXXX X-0
LEGAL DESCRIPTION
Approximately 12,816 square feet of office and/or warehouse space located in a
building containing approximately 53,022 square feet situated on a portion of
approximately 9.49 acres on a parcel of land lying in Xxxxxxx 0, Xxxxxxxx 00
Xxxxx, Xxxxx 43 East and being more particularly described as 000 Xxxxx Xxxxx
Xxxx, Xxxxx 000, Xxxx Xxxxx, Xxxxxxx as shown in Exhibit B. Further described as
Congress Corporate Plaza, Phase II situated within a development known as
Congress Corporate Plaza containing of approximately 106,044 square feet.
7
EXHIBIT B-1
[ARCHITECTURAL DESIGN OF SPACE]
