NINTH AMENDMENT TO LEASE
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EXHIBIT 10.1
THIS NINTH AMENDMENT TO LEASE (this "Amendment") is made by and between
CHEVRON U.S.A. INC., a Pennsylvania corporation ("Landlord") and TEXAS MICRO
INC., a Delaware corporation ("Tenant"), effective the 24th day of February,
1998.
W I T N E S S E T H:
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WHEREAS, Landlord and Tenant did enter into that certain lease (the "Lease")
dated December 11, 1992, as amended effective February 24, 1993, October 28,
1993, July 10, 1995, July 31, 1995, October 17, 1995, April 28, 1997, November
12, 1997 and December 23, 1997 for certain leased space situated in the Building
known as ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇; and
WHEREAS, Landlord and Tenant again desire to amend the Lease as set forth
herein;
NOW THEREFORE, Landlord and Tenant in consideration of the premises and the
mutual benefits to be derived therefrom, do hereby covenant, stipulate and
agree, each with the other, to the following terms, covenants, conditions and
obligations as an amendment to the Lease:
1. All terms, covenants, obligations and conditions in this Amendment
which conflict with a like provision in the Lease shall be controlling
over and supersede any like provision in the Lease.
2. All terms, covenants, obligations and conditions in the Lease not
superseded and/or amended by any provision in this Amendment shall
remain in full force and effect. All defined terms in the Lease shall
have the same meaning in this Amendment.
3. Article 1, Section 1.01 of the Lease is amended to include within the
Premises approximately 7,284 square feet of Net Rentable Area ("NRA")
(the "New Expansion Space") within the Northwest Quadrant on the First
Floor of the Building as shown on the floor plan attached hereto as
Exhibit A.
4. The Rental Commencement Date for the New Expansion Space is the
earlier of the date upon which the Tenant occupies the New Expansion
Space for purposes other than construction and build-out or March 1,
1998.
5. The Base Rent for the New Expansion Space is $11.50 per square foot of
NRA beginning upon the Rental Commencement Date.
6. Tenant shall have the right to further expand the New Expansion Space
to include the remaining approximately 7,283 square feet of NRA within
the Northwest Quadrant on the First Floor of the Building shown on the
floor plan attached hereto as Exhibit A at any time before February
28, 1999, upon 30 days advance written notice to Landlord; however,
unless such right is exercised by Tenant and such expansion effected
prior to February 28, 1999, the Lease shall be automatically
amended effective March l, 1999 to include the aforesaid 7,283 square
feet of NRA in the New Expansion Space.
7. Tenant agrees to take the New Expansion Space "AS IS," and agrees to
the correctness of the square footage measurements recited herein.
8. So long as Tenant is not in default under the Lease, Tenant is granted
a right of first refusal, subordinate to the existing rights or
options of any other Tenant in the Building and subject to the
conditions specified herein, with respect to the remaining vacant
space in the Southwest Quadrant of the Basement Level of the Building
as shown on Exhibit B attached hereto (the "First Refusal Space"). If
Landlord receives an offer to lease the First Refusal Space from a
third party, which is not a corporate affiliate of Landlord, Landlord
shall present in writing the terms of such offer to Tenant. Within 5
business days after receipt of Landlord's notice of said third party
offer, Tenant shall deliver written notice to Landlord if Tenant
wishes to exercise its right hereunder to lease the First Refusal
Space under the same terms and conditions as the third party offer,
except that the term of the Lease with respect to the First Refusal
Space shall be coterminous with the term of the Lease, unless the
offer is within the last 5 years of the Lease, whereupon the term of
the Lease with respect to the First Refusal Space shall be the greater
of the term of said third party offer or the term of the Lease. If
Tenant does not so respond within the said 5 day period, Tenant will
be deemed to have waived its right hereunder, and Landlord may lease
the space to such third party. Nothing herein shall supersede
Landlord's right to dedicate the First Refusal Space for use by itself
or a corporate affiliate or to reserve the First Refusal Space for
such use. The exercise or rejection by Tenant of any offer to lease
First Refusal Space shall not terminate the right of first refusal as
to other portions of the First Refusal Space or as to space leased to
such third party upon expiration of such third party lease.
Made as of the date first written above.
LANDLORD TENANT
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CHEVRON U.S.A. INC. TEXAS MICRO INC.
By /s/ ▇▇▇▇ ▇▇▇▇▇▇▇ By /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
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Its Lease Manager Its C.E.O.
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