THIRD AMENDMENT TO LEASE AGREEMENT
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This Third Amendment to Lease Agreement is made and entered into this
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day of , 2005, by and between XXXXXXX INVESTMENTS, LLC, a Kentucky
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limited liability corporation, hereinafter referred to as "Landlord," whose
mailing address is 000 Xxxxxx Xxxx Xxxxx, Xxxxx Xxxxx, Xxxxxxxx 00000 and
XXXXXXX IT SOLUTIONS, INC., (f/k/a "POMEROY COMPUTER RESOURCES, INC.") a
Delaware corporation, hereinafter referred to as "Tenant," whose mailing address
is 0000 Xxxxxxxxxx Xxxx, Xxxxxx, Xxxxxxxx 00000.
WITNESSETH:
WHEREAS, Landlord and Tenant entered into a Lease Agreement, dated
September 5, 1995 ("Lease"), for approximately 36,000 square feet of office
space and 91,417 square feet of warehouse space consisting of Buildings A and B,
respectively, on Xxxx 0 xxx 0 xx Xxxxxxx 0 xx Xxxxxxx International at Kentucky
20 and Xxxxxx Creek Road;
WHEREAS, Landlord and Tenant entered into an Amendment to Lease Agreement,
dated May 6, 1997 ("Amendment"), for approximately 70,000 square feet of
expansion space in Building B;
WHEREAS, thereafter, Landlord and Tenant entered into a Second Amendment to
Lease, dated March 24, 2000, for approximately 22,000 square feet of additional
office space ("Building C"), which is adjacent to Buildings A and B;
WHEREAS, it is the intent of the parties to further amend the Lease for the
purpose of extending the term of the lease for Buildings A, B, and C and to
provide for the rental rate for such Buildings during the term of this Third
Amendment;
WHEREAS, Landlord and Tenant hereby confirm and ratify, except as modified
below, all of the terms and conditions, and covenants in that certain Lease
dated September 5, 1995, and those certain Amendments thereto dated May 6, 1997
and March 24, 2000;
NOW THERFORE, in consideration of the aforesaid premises and the mutual
covenants and agreements set forth herein, Landlord and Tenant hereby covenant
and agree as follows:
1. Section 1(d) of the Lease, as amended, shall be further amended
by replacing it, in its entirety with the following:
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LEASE BUILDING X XXXXXXXX X XXXXXXXX X XXXXXXXX X XXXXXXXX X
YEAR 36,000 SQ. FT. 158,084 SQ. 1,000 SQ. FT. 2,333 SQ. FT. 22,000 SQ. FT.
FT. (MEZZANINE (MEZZANINE
STORAGE OFFICE
SPACE) SPACE)
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Year 1 $ 9.49 / sq. ft. $ 4.08 / sq. $ 1.74 / sq. $ 7.15 / sq. $ 13.47/ sq. ft.
ft. ft.* ft.
($28,470.00/ ($53,748.56/ ($145.00 ($1,390.08/ ($24.695.00/
month) month) month) month) month)
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The base rent for Buildings A, B and C shall increase exactly 2% annually
during the initial ten (10) year term hereof as follows:
Year 1 . . . . . . . . . . . . . . . . $108,448.64
Year 2 . . . . . . . . . . . . . . . . $110,617.61
Year 3 . . . . . . . . . . . . . . . . $112,829.96
Year 4 . . . . . . . . . . . . . . . . . $115,086.56
Year 5 . . . . . . . . . . . . . . . . . $117,388.29
Year 6 . . . . . . . . . . . . . . . . . $119,736.06
Year 7 . . . . . . . . . . . . . . . . . $122,130.78
Year 8 . . . . . . . . . . . . . . . . . $124,573.40
Year 9 . . . . . . . . . . . . . . . . . $127,064.87
Year 10 . . . . . . . . . . . . . . . . $129,606.17
* Rental Rate is applicable solely as long as this square footage is being
used for storage. If this square footage is converted for office use, Annual
Base Rent shall be determined by the Building B mezzanine office space rate.
3. Section 1(f) of the Lease, as amended, is further amended as follows:
Lease Commencement Date: Landlord and Tenant agree that "Commencement
Date" shall be August 1, 2005.
4. Section 1(g) of the Lease, as amended, is further amended as follows:
Base Rent Commencement Date: Landlord and Tenant agree that
"Base Rent Commencement Date" shall be August 1, 2005.
5. Section 1(h) of the Lease is amended as follows:
Termination Date: Landlord and Tenant agree that "Termination Date"
shall be exactly Ten (10) Years from the Commencement Date - July 31, 2015;
6. Exhibit G to the Lease shall be amended by deleting paragraph 1
therein in its entirety and replacing paragraph 2 therein with the following:
OPTION TO RENEW. Provided that Tenant is not in default under any of its
obligations under this Third Amendment to Lease Agreement, Tenant shall
have the exclusive right, privilege and option to renew this Lease for two
(2) consecutive terms of five (5) year renewal terms. Notice of the
exercise of said option shall be given in writing to the Landlord at least
ninety (90) days prior to the then expiring term. All of the terms and
conditions of this Lease shall prevail during the renewal terms except the
base rent, which shall increase during such renewal terms as mutually
agreed to, in writing, by the parties in advance of the commencement of
such renewal terms.
Except as specifically amended, modified and supplemented herein, all of
the terms, covenants, conditions, provisions and agreements contained in the
Lease, as amended, are, and shall remain, unchanged and in force and effect.
IN WITNESS WHEREOF, Landlord and Tenant have signed this Third Amendment to
Lease Agreement on the day and year first written above.
SIGNED IN THE PRESENCE OF: LANDLORD:
WITNESSES XXXXXXX INVESTMENTS, LLC
BY:
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TITLE:
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TENANT:
XXXXXXX IT SOLUTIONS, INC.
BY:
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TITLE:
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