EXHIBIT 10.1
10.1 Lease Agreement dated as of June 19, 1998, between the Registrant and
Xxxx-Xxxx Texas Property, L.P.
ASSIGNMENT OF LEASE
THIS ASSIGNMENT OF LEASE (this "Assignment") is executed by Xxxxx X. Xxxxxxxxx
--------------------
Xxx X Xxxxxx d/b/a Networks-on Line. ("Assignor") ,and Comtech Consolidation
--------------------------------------------------------------------------------
Group - (Inc.,"Assigneee")
--------------------------
RECITALS:
A. Pursuant to the agreement(s) attached her as Exhibit A. (the
"Lease"), Assignor is currently leasing from Xxxx-Xxxx Texas Proper. LP. as
------------------------------
successor in interest to Town and Country Central One Investors. LP.
--------------------------------------------------------------------------------
("Landlord") certain Premises generally described as follows: Suite 460 at 10497
Town and Xxxxxxx Xxx Xxxxxxx, Xxxxxx Xxxxxx. Xxxxx 00000.
B. Assignor desires in the Lease to Assignee and Assignee desires to accept
such assignment, all on the terms and conditions hereafter set forth.
NOW THEREFORE, inconsideration of the agreements herein, and for other good and
valuable consideration, the receipt and adequacy of which are acknowledged.
Assignor and Assignee spec as follows:
1. Assignor assigns and transfers to Assignee all of its rights, title, and
interest in and to the Lease and Assignee hereby accepts such assignment mid
Sistine. and agrees to perform and be bound by all the terms, covenants and,
conditions of the Lease.
2. Assignor represents mid warrants to Auspice and Landlord that (a) the
Lease is in lull force and effect and has not previously been amended or
modified as reflected in Exhibit A. and (b) there exists no event or
circumstance that with or without notice, or the passage of time, or both, could
constitute a default or breach of the Lease by Landlord or by Assignor.
3. All notices or other communication from Landlord to the Tenant under the
Lease are to be delivered to Assignee at the following address:
00000 Xxxx xxx Xxxxxxx, Xxx, Xxxxx 000
--------------------------------------
Xxxxxxx, Xxxxx 00000
----------------------
4. Landlord shall deal solely with Assignee in all matters relating to the
Lease. Any amendment, writing, waiver, or other act relating to the Lease by
Assignee will bind only the Assignee and Landlord. This agreement constitutes
a novation of the Lease, and assignors are released from any obligations and
liabilities under the lease.
EXECUTED by Assignor and Assignee on March___ 1992, to be effective only if and
when Landlord executes the Landlord's consent to Assignment below.
ASSIGNOR: ASSIGNEE:
Xxxxx X. Xxxxxxx and Xxx X xxxxxx Comtech Group, INC.
D/b/a Networks on Line
By:/s/ Xxxxx X. Xxxxxxxx By: /s/ Xxxxxxx X. Belhman
--------------------------- ------------------------------------
Name: Xxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxx
-----------------------------------
Title: Individual Title: President
By: /s/ Xxx X Xxxxxx
-----------------------------
Name: Xxx X Xxxxxx
Title: Individually
Landlord consents to the foregoing Assignment effective March___ 1992
Xxxx-Call Texas Property, L.L.P.
through its General Partner.
Xxxx-Call Sub XVII, Inc.
By:_______________________________
Name: Xxxxx L Metlz, Jr.
Its: Vice President & COO
FIRST AMENDMENT TO LEASE AGREEMENT
----------------------------------
THIS FIRST AMENDMENT TO LEASE AGREEMENT ("First Amendment") is made as of
October ,1994, by and been TOWN AND COUNTRY CENTRAL ONE INVESTORS, L.P.,
(hereinafter "Landlord"), with an address of 0000 XXX Xxxxxxx, Xxxxx 0000,
Xxxxxx, Xxxxx 00000, and Xxxxx X. Xxxxxxxxx and Xxx X. Xxxxxx d/b/a Networks
On-Line (hereinafter "Tenant").
W I T N E S S E T H:
--------------------
RECITALS:
---------
WHEREAS, Landlord and Tenant hereby confirm and ratify, except as modified
below, all of the terms, conditions and covenants in that certain written Lease
Agreement dated March 7, 1994, (hereinafter the "Lease"), between Landlord and
Tenant for the rental of the following described property;
Approximately 1,440 rentable square feet of office space designated as
Suite 460, situated on the fourth floor of the office building located at 00000
Xxxx & Xxxxxxx Xxx, Xxxxxxx, Xxxx Xxxxxx, Xxxxx and more commonly known as Town
and Country Central One;
WHEREAS, Landlord and Tenant desire to amend the Lease in order to reflect
certain agreements concerning the Leased Premises;
NOW THEREFORE, in consideration of the mutual covenants herein contained
and other good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, Landlord and Tenant agree as follows:
AGREEMENTS:
-----------
1. Additional Source. Effective on the Additional Space Commencement
------------------
Date (hereinafter defined) the parties hereby add to the Leased Premises an
additional 1,528 square feet of net rentable area (the "Additional Space")
contiguous to the Leased Premises and shown on Exhibit 'A-i" and 'A-2" attached
hereto and incorporated herein for all purposes. After the Additional Space
Commencement Date, the Leased Premises shall contain 2,968 square feet of net
rentable area.
2. Additional Source Commencement Date. The "Additional Space
--------------------------------------
Commencement Date" shall be the first occurring of (i) December 1, 1994, or (ii)
the date on which the Additional Premises are substantially complete and ready
for occupancy by Tenant.
3. Base Rental. Effective with the Additional Space Commencement Date,
-----------
the new monthly Base Rental payment shall be increased as a result of this
expansion as follows:
$ 9,893.32 (Nine thousand eight hundred ninety-three and 32/100
Dollars) ($10.00 per rest, payable in monthly installments of $2,473.33 (Two
thousand four hundred seventy-three and 33/100 Dollars) per month beginning on
the Additional Space Commencement Date through March 31, 1995;
$ 31,164.00 (Thirty-one thousand one hundred sixty-four and
00/100 Dollars) per year, ($10.50 per rsf), payable in monthly installments of
$2,597.00 (Two thousand five hundred ninety-seven and 00/100 Dollars) per month
beginning April 1, 1995 through March 31, 1996;
$ 38,089.38 (Thirty-eight thousand eighty-nine and 38/100
Dollars) per year, ($11.00 per rsf), payable in monthly installments of
$2,720.67 (Two thousand seven hundred twenty and 67/100 Dollars) per month
beginning April 1, 1996 through May 31, 1997.
$ 35,616.00 (Thirty-five thousand six hundred sixteen and 001100
Dollars) per year, ($12.00 per rsf), payable in monthly installments of
$2,968.00 (Two thousand nine hundred sixty-eight and 00/100 Dollars) per month
beginning June 1, 1997 through May 31,1998.
4. Extension of Term. The Additional Space is added to the Leased
-------------------
Premises for the entire Term of this Lease which is hereby extended by this
First Amendment to Lease Agreement for twelve (12) additional months and now
expires on May 31, 1998.
5. Improvements. Landlord agrees to provide Tenant with turnkey
------------
construction of the improvements outlined on the construction documents prepared
by Architectural and Engineering Associates, dated September 26, 1994, a copy of
which is attached hereto by reference.
6. Guaranty of Lease. Guaranty of Lease executed by Xxxxx and applies
-------------------
to the Lease, as amended.
7. Except as modified herein all other Agreement shall remain in full
force and effect.
LANDLORD TENANT
-------- ------
Town and Country Central One Investors, L.P. Xxxxx X. Xxxxxxx and Xxx X xxxxxx
through its General Partner, D/b/a Networks on Line
Town and Country
Operating Corporation
By: /s/ Xxxxx X Xxxxx BY: /s/ Xxxxx X. Xxxxxxxx
--------------------------- ------------------------------
Name: Xxxxx X Xxxxx Name: Xxxxx X. Xxxxxxxx
Title: Vice President Title: An Individual
By: /s/ Xxx X. Xxxxxx
------------------------------
Name: Xxx X. Xxxxxx
Title: An Individual
SECOND AMENDMENT TO LEASE AGREEMENT
INITIAL INITIAL
-------- --------
| | | |
| RB | | JM |
| | | |
-------- --------
THIS SECOND AMENDMENT TO LEASE AGREEMENT ("Second Amendment") Is made as
Of June 19, 1998, by and between Xxxx-Call Texas Property, L. P., as successor
--
In Interest to TOWN At4D COUNTRY CENTRAL ONE INVESTORS, LP., (hereinafter
"Landlord") with an address of 0000 XXX Xxxxxxx, Xxxxx 0000, Xxxxxx, Xxxxx
00000, and Comtech Consolidation Group, Inc., as successor In Interest to Xxxxx
X. Xxxxxxxxx and Xxx X Xxxxxx d/b/a Networks on Line, (hereinafter 'Tenant").
A. Tenant occupies the Leased Premises containing 2,968 square feet
of Net Rentable Area designated as Suite 460 In the Building known as Town and
Country Central One, located at 10497 Town and Country Way. Houston, Xxxxxx
County. Texas, under the terms of that certain Lease Agreement dated March 7,
1994. (the Lease).
B. Landlord and Tenant desire to extend the Term of the Lease and make
certain other related changes to the Lease.
NOW THEREFORE, In consideration of the mutual covenants herein contained and
other good and valuable consideration, the receipt and sufficiency of which Is
hereby acknowledged, Landlord and Tenant agree as follows:
1. Extension Of Lease Term The Term of the Lease is hereby extended
-----------------------
for an additional thirty-six (36) months and shall now expire on May 31.2001.
2. Base Rental Effective June 1. 1998 the Base Rental shall Increase to
----------
forty six thousand four and 04/100 Dollars ($46,004.04) annually ($15.50 RSF),
payable In monthly Installments of three thousand eight hundred thirty-three and
67/100 Dollars ($3,833.67).
3. Lease Hold Improvements Landlord shall provide a refurbishment
------------------------
allowance to provide for the construction of permanent Improvements to the
Leased Premises in accordance with the provisions of Rider 1 attached hereto.
4. Operating Expense Base. Effective June 1, 1998, the Basic Cost
------------------------
Component, Tax Component and Utilities Component shall be modified to be the
amount of Basic Costs, Tax Costs and Utility Costs for the calendar year 1998
calculated per square foot of Net Rentable Area in the Leased Premises.
5. Parking. Landlord shall provide a total of thirteen (13) parking
------
spaces In the Building's parking garage for Tenants use on an unreserved basis.
6. Except as expressly amended hereby, all terms and provisions of the
Lease remain unchanged, and as amended, the Lease continues In full force and
effect. Terms used and not otherwise defined In this Second Amendment have the
same meanings as In the Lease itself.
IN WITNESS WHEREOF, the parties have executed this Second Amendment as of the
date first above written.
LANDLORD TENANT
-------- ------
Xxxx-Call Texas Property, L.P. Comtech Consolidated Group, Inc.
through Its General Partner,
Xxxx-Call Sub XVII, Inc.
By: /s/Xxxxx X. Xxxxx Xx. By: /s/ Xxxxxxx X. Xxxxxxxx
--------------------------- --------------------------------
Name: Xxxxx X. Xxxxx Xx. Name: Xxxxxxx X. Xxxxxxxx
Title: Vice President Title: President
FLOOR PLAN
PRELIMINARY FLOOR PLAN #4
================================================================================
NOTE: ALL ROOM SIZES ARE APPROXIMATE
[PRELIMINARY FLOOR PLAN #4 GRAPHIC OMITED]