FIRST AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT
FIRST
AMENDMENT TO
AMENDED
AND RESTATED LEASE AGREEMENT
This First Amendment to Amended and
Restated Lease Agreement (the “First Amendment”) is entered into effective April
1, 2007 between Raptor Master, L.L.C., an Oklahoma limited liability company
(the “Landlord”) and Climate Master, Inc., a Delaware corporation (the
“Tenant”).
WITNESSTH:
WHEREAS, Tenant and Landlord entered
into that certain Amended and Restated Lease Agreement dated as of May 8, 2001
(the “Agreement”); and
WHEREAS, Tenant and Landlord desires to
amend the Agreement as provided in this First Amendment.
NOW THEREFORE, in consideration of the
mutual covenants and agreements set forth in this First Amendment, and for other
good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, Landlord and Tenant agree as follows:
1. The
foregoing recitals are incorporated as a part of this First
Amendment. All terms defined in the Agreement shall have the same
meaning in this First Amendment as are set forth in the Agreement, unless
defined differently in this First Amendment.
2. The
provisions of Section 3.1 of the Agreement are deleted in their entirety and
replaced with the following language:
|
|
“3.1 Base
Rent. The Tenant agrees to pay to the Landlord
throughout the primary term of this Agreement a Base Rent, payable in
equal monthly installments of Fifty-Two Thousand Five Hundred Eighty-Three
and 72/100 Dollars ($52,583.72) each, payable in advance and without
demand beginning on April 1, 2007 and continuing thereafter on the first
day of each month throughout the primary term. Landlord and
Tenant acknowledge and agree that all amounts due from Tenant to Landlord
under the Agreement through and including April 1, 2007 have been fully
and timely paid by Tenant.”
|
3. The
provisions of Section 14.1 of the Agreement is amended by adding the following
language at the end of Section 14.1:
|
|
“Landlord
will not take any action or fail to take any action that would have the
effect of increasing the amount of the First Fee Mortgage at any time, and
Landlord will continue to timely pay the debt service under the First Fee
Mortgage. Landlord represents and warrants that the total
monthly payment of principal and interest under the First Fee Mortgage is
$51,583.72.”
|
1
4. The
provisions of Section 16.1 of the Agreement are deleted in their entirety and
replaced with the following language:
|
|
“16.1 Purchase
Option. Provided that this Agreement is then in effect
and no Event of Default has occurred and is continuing, the Tenant is
hereby granted the continuing option to purchase the Premises on the terms
and conditions of the Option Agreement executed by Landlord and Tenant
dated as of May 8, 2001, as amended by the First Amendment to Option
Agreement executed by Landlord and Tenant dated as of April 1, 2007, the
terms of which are incorporated
herein.”
|
5. The
provisions of Section 17.1.1 of the Agreement are deleted in their entirety and
replaced with the following language:
|
|
“17.1.1 Base
Rent. Notwithstanding the terms of Section 3.1 of this
Agreement, and assuming the Tenant’s exercise of the foregoing options,
the Base Rent for the extension periods will be as
follows: (a) Beginning on the first day of the first
extension period and for each month during such term and any subsequent
extended term, monthly installments in the amount of Fifty-Two Thousand
Five Hundred Eighty-Three and 72/100 ($52,583.72) each, payable in advance
and without demand.”
|
6. The
provisions of Section 19.1.4 of the Agreement are deleted in their entirety and
replaced with the following language:
|
|
“19.1.4 Building. The
230,000 square feet of warehouse space, related office space and
facilities located on the Land.”
|
7. The
provisions of Section 19.1.9 of the Agreement are deleted in their entirety and
replaced with the following language:
|
|
“19.1.9 First Fee
Mortgage. The
Mortgage dated as of April 30, 2001 from Landlord to Gold Bank, as amended
by the First Amended and Restated Mortgage dated as of January 17, 2002
from Landlord to Gold Bank, covering the Land, the Building, and the
Improvements, as well as all increases, renewals, modifications,
consolidations, replacements and extensions thereof which may be consented
to in advance by Tenant in writing. Tenant hereby provides
written consent to the First Amended and Restated Mortgage dated as of
January 17, 2002 from Landlord to Gold Bank as if such consent were
provided contemporaneously with the execution of such
amendment.”
|
8. Except as
modified in this First Amendment, the Agreement shall remain in full force and
effect.
2
IN WITNESS WHEREOF, this First
Amendments is executed to be effective the day and year first above
written.
RAPTOR
MASTER,
L.L.C. CLIMATE
MASTER, INC.
By: Raptor
Properties, L.L.C, Manager
By: JRB
Investments, Inc.,
Manager By:__________________________
Name:__________________________
Title:__________________________
By:
__________________________
Name: __________________________
Title: __________________________
3
