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Exhibit 10.29
SUBLEASE AGREEMENT
This SUBLEASE, made and entered into this 4th day of April, 2000, by and
between CHALLENGER CENTER FOR SPACE SCIENCE EDUCATION, A TEXAS NON-PROFIT
CORPORATION, herein after called "Sublandlord", and NEWSREAL, INC (D/B/A
YELLOWBRIX). herinafter called "Subtenant", a DELAWARE CORPORATION,
incorporates by reference the lease Agreements attached hereto and marked as
Exhibit "A" (the "Lease") made and entered into and by and between 1994 FUND II
L.C., A VIRGINIA LIMITED LIABILITY COMPANY AS LANDLORD, and CHALLENGER CENTER
FOR SPACE SCIENCE EDUCATION, A TEXAS NON-PROFIT CORPORATION AS TENANT, in all
of the provisions, except as modified herein, insofar as each and any of those
provisions refer and relate to the occupancy and use of the leased premises
described therein, situated in the 0000 XXXXX XXXXX XXXXXX Xxxxxx Xxxxxxxx XX
ALEXANDRIA, VIRGINIA, and the conditions attaching to such occupancy and use,
which are the subject of this Sublease Agreement.
WITNESSETH:
1) The Sublandlord hereby leases to the Subtenant and the Subtenant accepts from
the Sublandlord the Premises as outlined on Exhibit "B" attached hereto and made
a part of this Agreement, said Premises containing approximately 6,344 square
feet of gross rentable area, and located on the THIRD (3RD) floor of 0000 XXXXX
XXXXX XXXXXX, XXXXXXXXXX, XXXXXXXX which includes the Sublandlord's
proportionate share of the corridors and restrooms of the Building. The Premises
subleased hereunder constitute the entirety of the Premises leased under the
Lease.
2) Subject to and upon the conditions herein set forth, this Sublease shall
commence on APRIL 8, 2000 and terminate on JULY 31, 2000. Subtenant must vacate
the property by July 31, 2000 unless it receives written approval to enter into
a prime lease with the Landlord.
3) All references to "Articles" in this Sublease Agreement shall refer to those
articles in the Lease attached hereto and marked as Exhibit "A."
4) The Subtenant agrees to pay directly to the Sublandlord total base rent of
FORTY-FOUR THOUSAND FOUR HUNDRED AND EIGHT DOLLARS ($44,408) for the premises
described herein in advance in successive monthly installments of ELEVEN
THOUSAND ONE HUNDRED AND TWO DOLLARS ($11,102.00) each due on the first day of
each and every calendar month during the term of this Sublease, without any
setoff or deduction whatsoever and without any prior demand being made
therefore. Should the Subtenant occupy the leased premises or should the base
rent commence to accrue on a date other than the first day of a calendar month,
the Subtenant shall pay the first full monthly installment for such fractional
month, prorated on the basis of a thirty (30) day month. Subtenant shall have no
obligation to pay any Additional Rent as otherwise described in Part 4 of the
Lease.
5) The Subtenant acknowledges and accepts the obligation of services provided by
Landlord, as described in Part 5 and Part 6 of the Lease. However, should
Subtenant's electrical use exceed building standard use per section 6.03 of the
Lease, any charges for excess electrical consumption shall not be chargeable to
the Sublandlord, per the conditions of the original Lease, but shall devolve by
this instrument to the Subtenant who is party hereto. If Landlord should fail to
provide such services to the Premises, Sublandlord will exercise reasonable
efforts to cause Landlord to provide such services (as described in Parts 5 and
6 of the Lease) to the Premises. Additionally, should Sublandlord be billed by
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SUBLEASE AGREEMENT
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Landlord for excessive electrical consumption during the term of this Sublease,
which shall include but not be limited to the use of Heating and Air
Conditioning after hours ("electrical charges") in the Premises, Subtenant shall
reimburse Sublandlord for these electrical charges within five (5) business days
upon receipt of invoice. Default provisions in the Lease shall apply to
Subtenant should these electrical charges not be paid within five (5) days after
Sublandlord gives Subtenant notice of past due payment of electrical charges.
6) The Subtenant agrees to deposit with the Sublandlord a security deposit of
one (1) month rent equal to ELEVEN THOUSAND ONE HUNDRED AND TWO DOLLARS
($11,102.00) at the time the Sublease Agreement is signed by Subtenant and
submitted to Sublandlord for approval, which amount shall be retained by the
Sublandlord as security for the faithful performance of all of the covenants,
conditions and agreements of this Sublease. Sublandlord shall return the full
amount of the security (except to the extent Sublandlord has properly applied
the security against monies owed by Subtenant to Sublandlord or to the cost of
restoration to the Premises) to Subtenant within thirty (30) days after
Subtenant's surrender of the Premises.
7) The premises shall be occupied solely for general office use by Subtenant.
8) On the Commencement Date, Sublandlord will deliver the Premises, and the
Subtenant will accept the Premises "AS-IS, WHERE-IS" in its then current
condition.
9) It is understood that Subtenant may propose improvements to the premises,
which shall be defined as "Subtenant Work." Subtenant Work shall be considered
Alerations, as referenced in Part 9 of the Lease. All proposed Subtenant Work
shall be presented to the Sublandlord and to the Landlord for prior approval per
the conditions described in section 9.01 of the Lease. Any costs associated with
Subtenant Work, including all architectural and engineering fees as well as
installation of all telephone and computer cabling in the premises, shall be at
Subtenant's sole cost and expense, except for the provision of a 48-port patch
panel located in the telephone closet, associated category 5 cabling and 48
ethernet outlets, terminated with an RJ45 xxxx to be provided by Sublandlord.
Should Landlord require removal of Subtenant Work per the conditions sited in
Part 9, the cost of such removal and restoration shall be at Subtenant's sole
cost and expense. Both Sublandlord and Subtenant acknowledge and agree that all
construction previously provided by Landlord, outlined in Exhibit B of Lease was
completed at the commencement of the Lease and that Subtenant shall have no
obligation to restore or remove any alterations or Leasehold Improvements other
than Subtenant Work. It is understood that Subtenant shall install magnetic
locks on the front suite entrance door and on the back door to the suite which
shall be considered Subtenant Work. Subtenant shall furnish magnetic entry cards
to allow access to the suite to the Sublandlord and to the Landlord upon
request. Subtenant shall also restore any door or wall damaged as a result of
lock installation at the termination date of this sublease agreement.
10) During the Term hereunder, Subtenant shall sublease Seventeen (17) Parking
Spaces at a rate of Ninety Dollars ($90.00) per month per space. The parking fee
is due to be paid to Sublandlord on the first day of each calendar month. Any
parking fee abatement which was referenced in Article 4 of the Lease has been
satisfied and will not be apart of this Sublease.
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SUBLEASE AGREEMENT
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11) Notwithstanding the provisions of Section 21.01 of the Lease, the cost of
signage for the Subtenant shall be at Subtenant's sole cost and expense. All
signage proposed by Subtenant must be presented to Sublandlord and to Landlord
for approval per the provisions of Section 21.01 of the Lease.
12) Subtenant acknowledges and accepts the requirement for insurance coverage
as referenced in Section 12.01 of the Lease and shall deliver to Sublandlord a
certificate of insurance prior to its occupancy of the Premises.
13) To clarify Section 13.01 of the Lease, Damage to Premises, if any damage
or injury to the Premises is caused by Subtenant, its agents, employees, or
invitees and is not covered by casualty insurance carried by Sublandlord or
Landlord, Subtenant shall repair and restore the Premises at its expense upon
notice from Sublandlord. All other provisions in this Section shall apply.
Subtenant shall restore the Premises to its condition at time of Sublease
commencement at the end of the Sublease term, normal wear and tear excepted (and
removal of Subtenant work subject to SubLandlord's request for said removal.)
14) Notwithstanding the provisions of Part 15 of the Lease, Assignment and
Subletting, no portion of the Premises or of Subtenant's interest in this
Sublease may be acquired by any other person or entity, whether by assignment or
otherwise, without the prior written consent of Sublandlord, which consent may
be withheld in Sublandlord's sole discretion. Any attempted transfer without
consent shall be void.
15) Neither Sublandlord nor Subtenant has employed any leasing broker other
than Insignia ESG, Inc. (representing the Subtenant) and Xxxxxx Commercial Real
Estate, Inc. (representing the Sublandlord). Sublandlord shall pay brokerage
fees to both brokers in accordance with a separate agreement.
16) This Sublease is subordinate to the Lease between Sublandlord (also known
as "Tenant") and Landlord as referenced herein, and to matters which the Lease
is or shall be subordinate, and that in the event of the termination of the
Lease, or the re-entry or dispossession of Sublandlord by Landlord under the
Lease, Landlord, at its option, may either terminate the sublease to Subtenant,
in which case the Subtenant shall peacefully vacate the premises sublet, or,
require the Subtenant to attorn to Landlord as its sublessor pursuant to the
then applicable terms of such Sublease for the remaining term thereof, except
that Landlord shall not be (i)liable for any previous act or omission of Tenant
as Sublandlord under such Sublease, (ii) subject to any offset which theretofore
accrued to such Subtenant against Tenant, or (iii) bound by any previous
modification of such Sublease not consented to in writing by Landlord or by a
previous prepayment of rent more than one month in advance.
17) Addresses:
Sublandlord's Address:
Challenger Center for Space Science Education
0000 Xxxxx Xxxx Xxxxxx
Xxxxxxxxxx, Xxxxxxxx 00000
TO THE ATTENTION OF: Xx. Xxxxx Xxxxxx
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SUBLEASE AGREEMENT
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Subtenant's Address (Before Occupancy):
YellowBrix
00 Xxxxx Xxxxxx Xxxxx
Xxxxxxxxxx, XX 00000
TO THE ATTENTION OF: Xxxxx Xxxxxxxxx
After Occupancy:
YellowBrix
0000 Xxxxx Xxxxx Xxxxxx, Xxxxx 000
Xxxxxxxxxx, Xxxxxxxx 00000
TO THE ATTENTION OF: Xxxxx Xxxxxxxxx
18) Notwithstanding the provisions of Section 17.02 of the Lease (Holdover),
should Subtenant not vacate the Premises by the end of the Sublease Term,
Subtenant shall pay monthly rent in the amount of Two Hundred Percent (200%) of
the rent as stipulated in this Sublease Agreement.
19) All provisions in the lease regarding Default, Part 22, with the
exception of the following provisions: Section 22.01, (b) which allows Tenant to
fail to pay timely rent twice in any twelve (12) month period prior to default
and; Section 22.01 (k) which allows Tenant to fail to perform any term (other
than the payment of rent) three (3) times in any period of twelve (12) months
prior to default, shall apply to the Subtenant (referred to as Tenant in the
Lease) and the Sublandlord, (referred to as Landlord in the Lease).
20) Expansion Option, Article 5 of the Lease shall not apply to this
Sublease.
21) This Sublease Agreement contains the entire agreement between the parties
with respect to the subject matter contained herein. Both parties agree that all
of the terms and conditions of the lease Agreements attached as Exhibit "A" to
this Sublease Agreement shall bind the parties except as modified herein.
WITNESS OR ATTEST: SUBLANDLORD:
[SIG] BY: /s/ XXXX X. XXXXX
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TITLE: EXECUTIVE VICE PRESIDENT-OPERATIONS
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DATE: April 3, 2000
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WITNESS OR ATTEST: SUBTENANT:
[SIG] BY: /s/ XXXXX XXXXXXXXX
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TITLE: CORPORATE CONTROLLER
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DATE: 4-3-00
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SUBLEASE AGREEMENT
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SUBLEASE APPROVED FOR LANDLORD BY:
AGENT FOR LANDLORD: [SIG]
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TITLE: MANAGER
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DATE: APRIL 6. 2000
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