Exhibit 10.a(iv)
OFFICE OF THE UNDERSIGNED
October 12, 1998
Xx. Xxxx X. Xxxxxxxx
ATS Money Systems
00 Xxxxxxxx Xxxxx
Xxxxxxxxx, XX 00000
Re: Fourth Amendment of Lease
Premises: 00 Xxxxxxxx Xxxxx
Xxxxxxxxx, Xxx Xxxxxx
Dear Xx. Xxxxxxxx:
Enclosed for your file is one (1) fully executed original Fourth Amendment of
Lease and Letter Agreement dated August 12, 1998 for the above-captioned
premises.
If you have any questions, please feel free to contact me.
Very truly yours,
ROCKWOOD PROPERTY HOLDING, LLC
By: Rockwood Holding Corp.,
Its Managing Member
By:
--------------------------------
Xxxx Xxxx
Chief Financial Officer
JZ:dm
Encs.
72 ESSEX STREET SUITE ONE LODI, NJ 00000 (000) 000-0000 FAX: (000) 000-0000
FOURTH AMENDMENT OF LEASE
DATE: as of June 26, 1998
LESSOR: Rockwood Property Holding LLC
a New Jersey limited liability company
LESSEE: ATS Money Systems, Inc.
a Nevada corporation
ADDRESS OF LESSEE: 00 Xxxxxxxx Xxxxx
Xxxxxxxxx, Xxx Xxxxxx
LEASE DATE: November 30, 1989
DATE OF PRIOR
AMENDMENTS: November 30, 1989; December 1, 1992; September 15, 1995
Lessor and Xxxxxx, being bound unto a lease, dated the Lease Date, for
a portion of the Building (as amended, the "Lease"), (all words and terms used
in this Amendment and not otherwise defined shall have the respective meanings
ascribed to them under the Lease), hereby agree to further modify and amend the
Lease in the following manner:
1. Demised Premises or Premises. This Fourth Amendment of Lease shall
become effective on the date stipulated by written notice to Lessee from Lessor
indicating that Lessor's work is substantially completed on the Second Expansion
Space (defined below) (the "Effective Date"). Lessor's Work shall be deemed
substantially completed if any of the completion of Xxxxxx's Work will not
unreasonably interfere with Xxxxxx's business and notwithstanding that minor
punch list items remain to be completed after delivery of the Demised Premises.
Lessor shall have fifteen (15) days to complete the minor punch list items.
Paragraph (7) of the Preamble to the Lease is modified to provide that the
Demised Premises shall be increased by approximately 2,160 gross rentable square
feet of additional space on the third (3rd) floor of the Building (the "Second
Expansion Space"), as shown on Exhibit A annexed hereto and made a part hereof,
and the Demised Premises shall be approximately 10,5 10 gross rentable square
feet on the third (3rd) floor of the Building, which size is stipulated and
agreed to by the parties.
2. Lessor's Work. Xxxxxx agrees, that at Xxxxxx's expense, it will
substantially complete all of the work in accordance with Exhibit B, annexed
hereto and made a part hereof ("Lessor's Work"). Except as set forth in Exhibit
B, Lessor shall have no obligation to perform any other work to the Demised
Premises. As to Lessor's Work in the existing space, if Lessor fails to
substantially complete Lessor's Work within 60 days of the Effective Date
(provided Lessee does not interfere in completion of Lessor's Work, as noted
below), Lessee shall receive a rent credit of $2,261.46 per month until Lessor's
Work in the existing space is substantially completed. Lessee shall give Lessor
full access to the existing space weekdays from 6:00 p.m. to 7:00 a.m. and at
all times on weekends. If Lessee reduces the scope of Lessor's Work, including
overhead profit and architectural fees pursuant to Exhibit "B", Lessee will be
entitled to a rent credit based on the unit cost of such decrease in the scope
of work in an amount not to exceed $25,000.00. If Lessee increases scope of work
all additional expenses shall be at Xxxxxx's expense.
3. Term. The Term of the Lease is hereby extended for an additional
period of five (5) years. The Termination Date shall now be February 28, 2004.
Such extension shall be upon the same terms, conditions and provisions, except
as expressly modified hereby. The Term of the Lease (defined in Paragraph (15)
of the Preamble to the Lease) and the Termination Date of the Lease (defined in
Paragraph (16) of the Preamble to the Lease) shall be deemed to have been
adjusted accordingly.
4. Option to Renew. All references to options to renew the Lease
wherever provided in the Lease or prior amendments are hereby deleted in its
entirety and the following substituted therefor. Lessee shall have the right to
extend the term of the Lease for one additional five (5) year period on the
following terms and conditions:
(a) On or before nine (9) months prior to the Expiration Date of the
Lease, Lessee shall provide written notice of its intent to extend the Lease for
an additional five-year term "Renewal Period").
(b) Provided Lessee is not in default of the Lease, the Lease shall be
extended for five years ending on the fifth anniversary of the Expiration Date
("Renewal Expiration Date") with all terms and conditions remaining the same
except the Fixed Rent for the entire renewal term shall be the greater of
either:
(i) 110% per year of the then current Fixed Rent for the last
lease year preceding the Expiration Date; or
(ii) Fair Market Rental Value, as defined below ("Renewal Fixed
Rent").
(c) "Fair Market Rental Value" shall deemed to be the fair market value
of the Premises on the Expiration Date. Fair Market Rental Value shall be
determined by the following procedure:
(i) Lessor and Lessee shall attempt to mutually determine Fair
Market Rental Value within thirty (30) days of Xxxxxx's
notice.
(ii) If the parties cannot mutually agree as to Fair Market Rental
Value within said thirty (30) days, then each shall designate
a disinterested appraiser of recognized competence for the
rentals of space similar to the Demised Premises (for similar
uses) in office buildings comparable to the building ("Initial
Appraisers").
The Initial Appraisers shall attempt to agree upon the Fair Market
Rental Value for the Renewal Period and any such agreed Fair Market Rental Value
shall be conclusive for purposes hereof. If either Lessor or Lessee fails to
designate an appraiser, the determination of the Fair Market Rental Value by the
appraiser designated by the other party shall be conclusive for purposes hereof.
If the Initial Appraisers cannot so agree within thirty (30) days after their
appointment, they shall designate another such disinterested appraiser
("Additional Appraiser") and the Additional Appraiser's determination of the
Fair Market Rental Value shall be conclusive on both Lessor and Lessee.
Upon determination of the Fair Market Rental Value, the parties shall
then enter into a modification of this Lease incorporating the terms of the
Renewal. The form and content of such modification of Lease shall be reasonably
acceptable to both parties.
5. RIGHT OF FIRST REFUSAL TO LEASE ADDITIONAL SPACE. Lessor and Lessee
hereby desire to reaffirm Paragraph 55 of the Lease except that the definition
of Vacant Space is hereby modified to be only that space contiguous to the
Demised Premises on the third (3rd) floor. The rights to lease any Vacant Space
remains specifically contingent on any prior rights of any other tenants prior
to the date hereof.
6. LESSEE'S PERCENTAGE. Commencing the Effective Date, Paragraph (10)
of the Preamble to the Lease is modified to provide that the Lessee's Percentage
shall be 11.9%, which percentage is stipulated and agreed to by the parties
hereto, and shall not be subject to adjustment as provided in Paragraph 42 (E)
of the Lease.
7. BASE PERIOD COSTS. Commencing the Effective Date, Paragraph (2) of
the Preamble to the Lease shall be modified to provide that Base Period Costs
shall mean as to the following:
(A) BASE OPERATING COSTS: Those costs incurred during Calendar
Year 1997.
(B) BASE REAL ESTATE TAXES: Those Real Estate Taxes determined by
multiplying the average tax rate in effect for Calendar Year
1997 multiplied by the assessment for the Building Area and
Building.
(C) BASE UTILITY AND ENERGY COSTS: Those costs determined by
multiplying the usage incurred for the Building and Building
Area during Calendar Year 1997 by the rate in effect
(including surcharges and/or adjustments) during January 1997
(herein "Base Utility Rate").
8. FIXED BASIC RENT. Commencing the Effective Date, Paragraph (9) of
the Preamble to the Lease is hereby modified to provide that the Fixed Basic
Rent shall be payable as follows:
YEARLY RATE MONTHLY RATE PERIOD
----------- ------------ ------
$239,102.50 $19,925.21 Effective Date - 12/31/00
249,612.50 20,801.04 1/1/O1 - 2/28/04
9. SECURITY DEPOSIT. Upon execution of this Fourth Amendment of Lease,
Xxxxxx will pay to Lessor an additional Security Deposit of $24,100.42 for a
total Security Deposit of $39,850.42. The Security Deposit (defined in Paragraph
(14) of the Preamble to the Lease) shall be deemed to have been adjusted
accordingly.
10. RIGHT TO TERMINATE. In the event the Lessor cannot deliver the
Second Expansion Space to Lessee with the Lessor' Work substantially completed
by February 28, 1999, Lessee shall be entitled to give Lessor written notice
that it will not accept the Second Expansion Space. Lessee must give the
required notice to Lessor on or before the close of business on March 5, 1999.
If Lessee timely exercises its right not to accept the Second Expansion Space,
the Lease will automatically renew for a period of five (5) years with all terms
and conditions remaining the same except the rental amounts will be as follows:
YEARLY RATE MONTHLY RATE PERIOD
----------- ------------ ------
$189,962.50 $15,830.21 3/1/99 - 12/31/00
198,312.50 16,526.04 1/1/O1 - 2/28/04
Lessor will complete Lessor's Work pursuant to Exhibit B attached
hereto for the existing space only.
However, if Xxxxxx is unable to deliver the Second Expansion Space by
February 28, 1999, and if Xxxxxx gives written notice to terminate the Lease to
Lessor by March I5, 1999, the Lease Termination Date shall be August 31, 1999
and Lessee shall vacate the Demised Premises pursuant to the terms of the Lease.
In that event, Lessor shall not be obligated to perform any of Lessor's Work
pursuant to Exhibit B attached hereto.
11. PARKING SPACES. Parking spaces shall mean a total of thirty-eight
(42) spaces, assigned and unassigned (paragraph (12) of the Preamble to the
Lease is modified accordingly):
(A) Assigned: Eleven (11)
(B) Unassigned: Twenty-seven (31).
12. BROKERAGE COMMISSION. It is agreed by the parties hereto that all
brokerage commission, due in connection with the Fourth Amendment of Lease,
shall be paid by Xxxxxx.
13. INTERPRETATION. In the event of any inconsistencies between this
Fourth Amendment of Lease and the Lease, this Amendment of Lease shall govern
and be binding. All words and terms used in this Amendment and not otherwise
defined shall have the respective meanings ascribed to them under the Lease.
This Amendment was drafted by Xxxxxx as a matter of convenience and it shall not
be construed for or against either party on that account. To the extent that the
context requires it, the Lease and prior amendments are hereby deemed modified
by the terms of this Amendment.
14. RATIFICATION OF LEASE. Except as expressly modified and amended in
this Fourth Amendment of Lease, all of the terms, provisions and conditions of
the Lease are hereby ratified and confirmed by Xxxxxx and Lessee.
15. BINDING EFFECT. This Fourth Amendment of Lease shall inure to the
benefit of and be binding upon the parties hereto and their respective legal
representatives, successors and permitted assigns.
IN WITNESS WHEREOF, the parties have set their hands and seals the date above
first written.
WITNESS : ROCKWOOD PROPERTY HOLDING, LLC
By: Rockwood Holding Corp.,
its Managing Member
By:
--------------------------- --------------------------------
Xxxxxxx X. Xxxx, President
ATTEST: ATS MONEY SYSTEMS, INC.
By:
--------------------------- --------------------------------
Name:
Title:
STERLING MANAGEMENT
00 XXXXX XXXXXX
XXXX, XX 00000
LANDLORDS WORK
EXHIBIT B
PAGE 1 OF 1
Landlord shall:
Landlord shall provide turn-key installation using enclosed space plan.
1) Landlord to construct space according to using building standard
materials and finishes as per Xxxx & Xxxxxxx sketch dated 3-4-98 SK1*. Xxxxxxxx
will not prepare construction drawings until it has received written notice from
Tenant to do so.
2) Landlord to paint and carpet using building standard materials in
existing and expansion space.
3) Landlord to install five (5) power poles as per attached sketch.
4) Landlord to install electrical outlets as per a mutually agreeable
space plan in the expansion & existing space.
4) Landlord to replace any damaged ceiling tiles in existing and
expansion space.
5) Landlord to balance building HVAC system after Landlord's work is
complete and following Landlord's repair to existing 3rd floor HVAC system.
* As Modified by the sketch attached to exhibit B
Notwithstanding anything contained herein or in the Lease Agreement to
the contrary, landlord shall have no obligation to perform any work for Tenant
in connection with the preparation of the space for the Tenant's occupancy other
than as is specifically set forth above.
6) 2 cabinets in software development to be relocated to conference
room as stated on sketch 3-4-98 SK1
OFFICE OF THE UNDERSIGNED
August 12, 1998
Mr. Xxxxx Xxxxxx
ATS Money Systems, Inc.
Rockwood Four Office Center
00 Xxxxxxxx Xxxxx Xxxxxxxxx, XX 00000
Re: Fourth Amendment of Lease between
Rockwood Property Holding, LLC ("Lessor") and
ATS Money Systems, Inc. ("Lessee")
Dear Xx. Xxxxxx:
Pursuant to the Fourth Amendment of Lease dated as of June 26, 1998
("Amendment"), Xxxxxx agrees to pay to Lessor $5,000.00 upon commencement of
work contemplated herein as Xxxxxx's contribution to the cost of Xxxxxx's Work.
The attached Exhibit "B" is made part of the Exhibit "B" attached to the
Amendment. Xxxxxx further agrees if Lessee increases the scope of Lessor's Work
beyond the revised Exhibit "B", all additional expenses shall be at Xxxxxx's
expense.
Very truly yours,
ROCKWOOD PROPERTY HOLDING, LLC
By: Rockwood Holding Corp.,
its Managing Member
By:
--------------------------------
Xxxx Xxxx
Chief Financial Officer
Agreed and Accepted this 25th day of
August, 1998
ATS Money Systems, Inc.
By:
--------------------------------
Name: Xxxxx Xxxxxx
Title: President/CEO
72 ESSEX STREET SUITE ONE LODI, NJ 00000 (000) 000-0000 FAX: (000) 000-0000
