EXHIBIT 10.4(e)
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FOURTH AMENDMENT OF LEASE AGREEMENT
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This FOURTH AMENDMENT OF LEASE AGREEMENT is made and entered into this
1st day of August 1997, by and between LANDMARK ASSOCIATES OF MARYLAND II, a
Maryland limited partnership herein called Landlord, and APPLIED RESEARCH
CORPORATION, A Colorado corporation herein called Tenant.
WITNESSETH:
WHEREAS, Landlord and Tenant heretofore entered into a Lease Agreement
dated October 22, 1993, and subsequent amended said Lease Agreement on October
22, 1993, May 12, 1994, and January 13, 1997; and Tenant currently occupies
approximately 11,295 rentable square feet on the eleventh (11th) and ground
floors (herein called the Premises) in the building located at 0000 Xxxxxxxxx
Xxxxx, Xxxxxxxx, Xxxxxxxx, (herein called the Building); and
WHEREAS, Landlord and Tenant desire to make certain modifications to said
Lease Agreement;
NOW, THEREFORE, effective August 1, 1997, in consideration of the mutual
covenants and agreements herein contained, Landlord and Tenant agree as
follows:
1. Upon and subject to the terms, covenants and conditions hereinafter set
forth, Landlord and Tenant agree to reduce the area of Premises to
approximately 2,561 rentable square feet substantially as shown on the
floor plan attached hereto as Exhibit A-4.
2. The first sentence of Paragraph 3.1 (rent: Adjustment Rent) of the Lease
Agreement, as previously amended, shall be deleted in its entirely and
replaced with the following language:
Tenant shall pay rent for the Premises during the Term at the rate of
Fifty Seven Thousand Six Hundred Sixty and No/100 Dollars ($57,660.00)
per annum (herein called the "Minimum Rent") in lawful money of the
United States, in equal monthly installments of Four Thousand Eight
Hundred Five and No/100 Dollars ($4,805.00), in advance, on or before the
first (lst) day of each and every month during the Term at the office of
Landlord herein designated (or such other place as Landlord may designate
in a notice to Tenant), without prior demand therefor and without any
setoff or deduction whatsoever.
3. Paragraph 3.b.(3) (Rent: Adjustment Rent)of the Lease Agreement, as
previously amended, shall be deleted in its entirety and replaced with
the following language:
The "Tenant's Pro Rata Share" shall be one and 40/100 percent (1.40%).
4. Landlord shall have the right to terminate the Lease of approximately
1,551 rentable square feet of the Premises substantially as shown on the
floor plan or plans attached hereto as Exhibit A-4 (herein called the
"Reduction Premises"), by providing Tenant written notice at least thirty
(30) days prior to the date on which Tenant's occupancy of the Reduction
premises shall be terminated. Effective upon the termination of the
lease by the Reduction Premises, Tenant's Minimum rent shall be Thirty
Two Thousand Six Hundred Forty and No/100 Dollars ($32,640.00) per annum,
in equal monthly installment of Two Thousand Seven Hundred Twenty and
No/100 Dollars ($2,720.00), and Tenant's Pro Rata Share shall be zero and
55/100 percent (0.55%).
5. Upon and subject to the terms, covenants and conditions set forth in the
Lease and hereinafter, Landlord hereby leases to Tenant and Tenant hereby
rents from Landlord approximately 2,272 rentable square feet on the
eleventh (11th) floor substantially as shown on the floor plan or plans
attached hereto as Exhibit A-4 (herein called the "additional premises").
The terms, covenants and conditions set forth in the Lease applicable to
the Premises shall apply also to the Additional Premises.
6. The Additional Premises are leased for a term commencing August 1,1997
and ending September 30, 1997 (herein called the "Temporary Term").
Landlord may terminate the lease of the Additional Premises prior to the
end of the Temporary Term by providing Tenant written notice at least
thirty (30) days prior to the date on which tenant's occupancy of the
Additional Premises shall be terminated.
7. Tenant shall pay rent for the Additional Premises during the Temporary
Term at the rate of Three Thousand Twenty Nine and No/100Dollars
($3,029.00) per month, in advance, on or before the first (1st) day of
each and every month during the Temprary Term at the office of Landlord
hereind esignated (or suchother place as Landlord may desingate in a
notice to Tenant), without prior demand therefor and without any setoff
or deduciton whatsoever. The terms, covenants and conditions set forth
in the Lease applicable to Minimum Rent shall apply also to rent for the
Additional Premises.
8. In consideration for execution of the Amendment, Tenant agrees to forfeit
to Landlord Tenant's security deposit of Five Thousand Six Hundred Fifty
and No/.100 ($5,650.00).
9. The following language shall be inserted into the Lease as Paragraph 39.
(Holding Over):
Tenant shall have no right to remain in possession of all or any part of
the Premises after the expiration of the Term. If Tenant remains in
possession of all or any part of the Premises after the expiration of the
Term, with the express of implied consent of Landlord; (a) such tenancy
shall be deemed a periodic tenancy from month-to-month only (b) such
tenancy shall not constitute a renewal or extension of the Term of this
Lease for any further term;and (c) such tenancy may be terminated by
Landlord upon the earlier of thirty (30) days prior written notice or the
earliest date permitted by law. In such event, monthly rent shall be
increased to an amount equal to one hundred fifty percent (150%) of the
Minimum and Adjustment Rent payable during the last month of the Term,
and any other sums due under this Lease will be payable in the amount and
at the time specified in this Lease. Such month-to-month tenancy shall
be subject to every other term, condition and covenant contained in this
Lease.
10. Tenant understands and agrees that in the event that the Tenant fails to
fully comply with any of the provisions of this Fourth Amendment of Lease
Agreement, which causes the Landlord to seek a legal remedy against the
tenant, that, as part of their legal proceedings, the Landlord retains
the right to include the full financial obligations that would have
otherwise been in effect over the Term of the original Lease Agreement
and all previous Amendments.
11. If any of the terms or provisions of the original Lease Agreement or any
subsequent amendments are in conflict with the terms or provisions of
this Amendment, the terms or provisions of this Amendment shall prevail.
12. Landlord and Tenant hereby agree and certify that the Lease is in full
force and effect and, except as expressly modified herein, all of the
terms, covenants and conditions of the Lease and the prior Amendments
shall remain in effect and unchanged. Landlord and Tenant further agree
and certify that (a) there exists no default or breach on the part of
either Landlord or Tenant under the Lease, nor has an event occurred
which, with the giving of notice, passage of time or both, would
constitute an event of default or breach under the terms of the Lease;
(b) there exists no defenses against the enforcement of any righ tor
remedy of either party under the Lease, or of any duty or obligation of
Landlord or Tenant thereunder; and (c) both Landlord and Tenant have the
full right, title and authority to execute and enter this Amendment and
have taken all actions and obtained all approvals and consents necessary
on their respective parts to authorize the transactions contemplated by
this Amendment.
TENANT: LANDLORD:
APPLIED RESEARCH CORPORATION LANDMARK ASSOCIATES OF MARYLAND II
/s/ /s/
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S. P. S. Anand, President ____________________, General Partner
