EXHIBIT 10.43
LEASE AMENDMENT
This document amends that certain Lease Agreement dated November 14,
1996 (the "LEASE"), as amended November 24, 1997, March 17, 1997, March 27,
1998, June 4, 1998, July 21, 1998, November 20, 1998, March 18, 1999, June 3,
1999, October 7, 1999, and March 25, 2000 is made and entered into by and
between DALTEX CENTRE LP, a Delaware limited partnership (the "LANDLORD"),
successor in interest to Blue Lake Partners, Ltd., AND NETWORK ASSOCIATES, INC.,
A DELAWARE CORPORATION, SUCCESSOR IN INTEREST TO MCAFEE SOFTWARE, INC., A
DELAWARE CORPORATION (TENANT), with respect to certain leased premises (the
"PREMISES") consisting of approximately 124,388 square feet of Rentable Area
located at 0000 XxXxxx, Xxxxxx 000, 500, 620, 660, 700, 800, 850, and 0000
XxXxxx, Xxxxxx 000, 270, 300, 506, 545, 550, 700, and 800 Xxxxxx, Xxxxx 00000
(the "BUILDINGS"). (All capitalized terms used herein shall have the same
meaning as in the Lease, unless otherwise specified.)
RECITALS
Tenant is leasing approximately 124,388 square feet of Rentable Area of
the Building under the Lease, with a scheduled expiration date of February 17,
2003. Tenant desires to expand the Premises by adding the 00000 Xxxxxx Xxxxxxxx
containing 66,289 rsf. (see Exhibit A), subject to the terms and provisions set
forth hereinafter. The Premises will total 190,677 rentable square feet upon
full occupancy of the 00000 Xxxxxx Xxxxxxxx.
AGREEMENTS
For good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Landlord and Tenant agree as follows:
1. BASIC LEASE PROVISION NO. 2 "PREMISES". Effective October 1, 2000,
Tenant shall lease the 1st floor (consisting of 14,139 rsf) and 2nd floor
(consisting of 17,455 rsf) of the 00000 Xxxxxx Xxxxxxxx. The total of these two
floors represents 31,594 rentable square feet. Tenant shall have the right to
expand onto the 3rd and 4th floors (consisting of 17,384 rsf on the 3rd floor
and 17,311 rsf on the 4th floor, hereby referred as "Expansion Floor(s)) anytime
after October 1, 2000 by giving Landlord written notice of the intent to occupy
the Expansion Floor(s). If Tenant exercises such right to expand, Tenant shall
occupy the full floor upon expansion. Regardless of the expansion rights, Tenant
shall expand onto both third and fourth floors by January 1, 2001 and take
occupancy of the entire 00000 Xxxxxx Xxxxxxxx. Xxxxxxxx and Tenant shall confirm
in writing the lease commencement date for the third and fourth floors if other
than January 1, 2001. Tenant shall maintain all its then current space at 4099
and 4101 XxXxxx, however, subject to the termination rights of this Amendment.
Tenant shall have early access rights for construction and occupancy in the
Midway Building beginning August 1, 2000.
2. BASIC LEASE PROVISION NO. 9 "EXPIRATION DATE". The Lease Term for the
190,677 rentable square feet area shall remain unchanged with an expiration date
of February 17, 2003.
3. BASIC LEASE PROVISION NO. 3 "BASIC RENT". Effective October 1, 2000, the
monthly Rental Payment shall adjust as follows:
S.F. DATES:
---- ------
CURRENT MONTHLY BASIC RENT FOR 4099 & 4101 BUILDINGS
124,388 October 1, 2000 thru January 31, 2002 $193,430.00
February 1, 2002 thru February 17, 2003 $198,058.00
INCREMENTAL MONTHLY BASIC RENT FOR THE 00000 XXXXXX XXXXXXXX
14,139 October 1, 2000 through February 17, 2003 $23,565.00
1st floor based upon $20 psf
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17,455 October 1, 2000 through February 17, 2003 $29,091.67
2nd floor based upon $20 psf
17,384 Upon occupancy through February 17, 2003 $28,973.33
3rd floor based upon $20 psf
17,311 upon occupancy through February 17, 2003 $28,851.67
4th floor based upon $20 psf ----------
TOTAL INCREMENTAL MONTHLY BASIC RENT FOR THE 00000 XXXXXX XXXXXXXX $110,481.67
(UPON FULL OCCUPANCY)
4. BASIC LEASE PROVISIONS NO. 4 "TENANT'S PRO RATE SHARE". Effective
February 1, 2000, Tenant's proportionate share of the 4099 XxXxxx Building shall
be unchanged at 46.16% for all purposes under this Lease. Tenant's proportionate
share of the 4101 XxXxxx Building shall be amended to 54.09% for all purposes
under this Lease. Notwithstanding, "Tenant's Pro Rata Share", at the option of
Tenant, shall be amended subsequently pursuant to the Reduction Options set
forth in this amendment.
Effective October 1, 2000, Tenant's proportionate share of the 00000 Xxxxxx
Xxxxxxxx shall be 47.66% for all purposes under this Lease. Tenant's
proportionate share of 00000 Xxxxxx Xxxxxxxx shall be adjusted at the time of
expansion. Notwithstanding, "Tenant's Pro Rata Share", as of January 1, 2001
will be 100%.
5. BASIC LEASE PROVISION NO. 5 & 6 "OPERATING EXPENSE STOP". Effective
October 1, 2000, Expense Stop for the 00000 Xxxxxx Xxxxxxxx shall be set at an
amount equal to the sum of the actual grossed up operating expenses for 2000,
expressed as a function of 66,289 rentable square feet for the 00000 Xxxxxx
Xxxxxxxx.
6. BASIC LEASE PROVISION NO. 11 "TENANT'S BROKER". Tenant represents and
warrants that it has dealt with no Broker or Agent in connection with the
execution of this Lease Amendment and Tenant agrees to indemnify and hold
harmless Landlord against all liabilities and costs arising from a breach of
such warranty including without limitation attorney's fees in connection
therewith.
7. REDUCTION OPTION: During the period of October 1, 2000 to and including
January 31, 2001 and by serving written notice to the Landlord, Tenant shall
have the right to terminate the lease on any of the following suites (see chart
below) and the rent and lease obligations shall be adjusted accordingly. If such
notice is received within the period stipulated herein, the Base Rent and
Tenant's Pro Rata Share shall be adjusted downward based on the rate per square
foot of such space at that time and shall become effective 30 days after
Tenant's notice to Landlord and Tenant's vacating such suite(s). Additionally,
an amendment shall be submitted to Tenant, which addresses the economic terms of
the Lease affected in the vacating of the suite(s) and the termination of same.
Failure of Tenant to submit notice within the period shall be deemed an
acceptance by Tenant of such space for the remainder of the Lease Term.
BUILDING SUITE RSF ANNUAL BASIC RENT/SF MONTHLY BASIC RENT
-------- ----- --- -------------------- ------------------
4099 405 2,123 $18.25 $3228.73
4099 620 5,983 $17.25 $8600.56
4099 660 1,775 $20.00 $2958.33
4101 100 3,843 $20.00 $6405.11
4101 270 3,663 $19.00 $5799.00
8. EXHIBIT "D". Work Letter Plans Agreed Upon/Finish Allowance, paragraph
2.1, shall be amended as follows: (1) Landlord shall provide an allowance up to
Two Hundred Twelve Thousand Five Hundred Dollars ($212,500) for the 00000 Xxxxxx
Xxxxxxxx (The "Finish Allowance"); (2) Tenant shall be responsible for the
balance of the costs for the leasehold improvements, as well as the management
of the design and construction of the leasehold improvement, subject to
landlord's approval of the Approved Plans; and (3) Landlord's "Construction
Management Fee" of five (5%) of the construction Contract Sum shall be deleted.
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9. FORCE AND BINDING EFFECT; GOVERNING LAW. Except as modified hereby and
by the Amendments to Lease Agreement, all other terms and conditions of the
Lease shall remain in full force and effect and this Amendment shall continue to
be binding upon Landlord and Tenant and their respective successors and assigns.
The Lease and this Amendment shall be governed by Texas law.
10. RENEWAL OPTION. This expansion space (13465 Midway) shall be subject to
the same renewal option terms as specified in the Lease. Tenant shall, however,
have the right to renew the leased space in each building independently from the
other buildings (e.g., Tenant shall have the right to renew the 00000 Xxxxxx
Xxxxxxxx without renewing the spaces within the 4099 XxXxxx Building and/or 4101
XxXxxx Building).
11. SIGNAGE. Tenant shall have the right to place a company sign on the
00000 Xxxxxx Xxxxxxxx and the 4101 XxXxxx Building, subject to the current
signage criteria used for signage on the 4101 XxXxxx Building. Tenant agrees to
rescind its signage rights for the 4099 XxXxxx Building in return for the
signage right herein stated.
12. RIGHT TO TRENCH BETWEEN 4101 XXXXXX AND 00000 XXXXXX XXXXXXXXX. Xxxxxxxx
shall grant Tenant (at Tenant's sole cost) the right to trench between the two
buildings for telecommunication/data purposes. Tenant agrees to perform such
work in a professional manner, observing all required permits. Landlord
maintains the right to approve all work. Tenant will be required to repair such
work to its original condition.
13. DELIVERY OF THE 00000 XXXXXX XXXXXXXX. The Midway Building shall be
delivered to Tenant free of prior tenancy, debris, and/or personal property
(except for those furniture and fixtures as which have been purchased by Tenant
from the prior tenant). If the Midway Building is not delivered by August 1,
2000, Tenant shall be credited one month free rent for every month (or prorata
thereto) that Tenant is delayed full and complete access into the Midway
Building.
14. EXISTING LEASEHOLD IMPROVEMENTS AND FIXTURES. All existing leasehold
improvements and fixtures shall remain in or around the 00000 Xxxxxx Xxxxxxxx,
including, but not limited to the UPS, one generator, security system, and all
existing infrastructure systems in the data center, etc.
15. RIGHT OF FIRST REFUSAL: Notwithstanding herein to the contrary, Tenant
shall, subject to prior rights within the 4100 Alpha Building and the 4100
XxXxxx Building in The Centre complex, have a continuous Right of First Refusal
to lease any available space or contiguous spaces in excess of four thousand
(4000) square feet in the 4100 Alpha Building or the 4100 XxXxxx Building during
the term of this Lease. Tenant shall respond in writing to Landlord within five
(5) business days after receipt of Landlord's written notice of any prospective
lease in the 4100 Alpha Building or the 4100 XxXxxx Building. Absent of any
response from Tenant or if Tenant decides not to exercise such right for the
prospective lease, Landlord shall be free to lease such space to any other
party.
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Executed on this 31st day of July 2000.
LANDLORD: DALTEX CENTRE LP, a Delaware limited partnership,
successor in interest to Blue Lake Partners, Ltd.
BY: DALTEX CENTRE GP, INC.
BY: /s/ XXX XXXXXX
--------------------------------
Name: Xxx Xxxxxx
Title: Vice President
BY: /s/ XXXX XXXXXXX
--------------------------------
Name: Xxxx Xxxxxxx
Title: President
TENANT: NETWORK ASSOCIATES, INC.
(A DELAWARE CORPORATION)
BY: /s/ XXXXXXX X. XXXXX
--------------------------------
Name: Xxxxxxx X. Xxxxx
Title: CFO
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EXHIBIT "A"
(SEE ATTACHED FLOOR PLANS)
[GRAPHIC]
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