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EXHIBIT 10.8
SIXTH AMENDMENT TO LEASE
THIS AGREEMENT made this 2nd day of August 1996, by and between KGE
Associates, LP, a partnership hereinafter referred to as "Landlord" and Telemate
Software, hereinafter referred to as "Tenant".
WITNESSETH:
WHEREAS, the parties hereto made and entered into a lease agreement
dated January 28, 1992 and amended June 11, 1993, June 24, 1994, March 30, 1995,
June 14, 1996 and July 26, 1996, for premises located at 0000 Xxxxxxxxx Xxxx
Xxxxx, Xxxxx 000, Xxxxxxx, XX, being approximately 14,215 square feet of office
space.
WHEREAS, the parties wish to modify the Lease Agreement as hereinafter
provided.
NOW, THEREFORE, in consideration of the exchange of valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto agree that the said lease shall be amended as follows:
I. EXISTING SPACE
A. PREMISES
Tenant's existing space is deemed to be 14,215 square feet.
B. TERM
The extended term for the existing space shall be extended
from August 1, 1999 through September 30, 2003.
C. BASE RENTAL
The base rental rate for the existing space shall be modified
according to the schedule below:
Beginning August 1, 1999 through July 31, 2000, the monthly
sum of fourteen thousand eight hundred ninety-six and 43/100
Dollars ($14,896.43) for a total annual base rental of one
hundred seventy-eight thousand seven hundred fifty-seven and
18/100 Dollars ($178,757.18).
Beginning August 1, 2000 through July 31, 2001, the monthly
sum of fifteen thousand four hundred seventeen and 81/100
Dollars ($15,417.81) for a total annual base rental of one
hundred eighty-five thousand thirteen and 68/100 Dollars
($185,013.68).
Beginning August 1, 2001 through July 31, 2002, the monthly
sum of fifteen thousand nine hundred fifty-seven and 43/100
Dollars ($15,957.43) for a total annual base rental of
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one hundred ninety-one thousand four hundred eighty-nine and
16/100 Dollars ($191,489.28).
Beginning August 1, 2002 through July 31, 2003, the monthly
sum of sixteen thousand five hundred fifteen and 94/100
Dollars ($16,515.94) for a total annual base rental of one
hundred ninety-eight thousand one hundred ninety-one and
28/100 Dollars ($198,191.28).
Beginning August 1, 2003 through September 30, 2003, the
monthly sum of seventeen thousand ninety-four and 00/100
Dollars ($17,094.00).
D. LANDLORD IMPROVEMENTS
Upon execution of this Amendment, Landlord will paint the
currently painted walls in the common area hallways of
Tenant's original 9,423 sq.ft. space only.
II. PHASE I EXPANSION SPACE (Effective October 1, 1996)
A. PREMISES
Tenant will now be leasing the space located on the first
floor of Building 4250 as shown on the attached Exhibit "A".
Said space includes suites currently known as 116, 118, 120,
124, 125, 126 and 127. The Phase I expansion space is deemed
to be 9,980 sq.ft.
B. TERM
The term for the Phase I expansion space shall be from October
1, 1996 through September 30, 2003,
C. BASE RENTAL
The base rental rate for the Phase I Expansion space shall be
according to the schedule below:
Beginning October 1, 1996 through September 30, 1997, the
monthly sum of nine thousand five hundred sixty-four and
17/100 Dollars ($9,564.17) for a total annual base rental of
one hundred fourteen thousand seven hundred seventy and 00/100
Dollars ($114,770.00).
Beginning October 1, 1997 through September 30, 1998, the
monthly sum of nine thousand eight hundred ninety-eight and
91/100 Dollars ($9,898.91) for a total annual base rental of
one hundred eighteen thousand seven hundred eighty-six and
95/100 Dollars ($118,786.95).
Beginning October 1, 1998 through September 30, 1999, the
monthly sum of ten thousand two hundred forty-five and 37/100
Dollars ($10,245.37) for a total annual base rental of one
hundred twenty-two thousand nine hundred forty-four and 49/100
Dollars ($122,944.49).
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Beginning October 1, 1999 through September 30, 2000, the
monthly sum of ten thousand six hundred three and 96/100
Dollars ($10,603.96) for a total annual base rental of one
hundred twenty-seven two hundred forty-seven and 55/100
Dollars ($127,247.55).
Beginning October 1, 2000 through September 30, 2001, the
monthly sum of ten thousand nine hundred seventy-five and
10/100 Dollars ($10,975.10) for a total annual base rental of
one hundred thirty-one thousand seven hundred one and 21/100
Dollars ($131,701.21).
Beginning October 1, 2001 through September 30, 2002, the
monthly sum of eleven thousand three hundred fifty-nine and
23/100 Dollars ($11,359.23) for a total annual base rental of
one hundred thirty-six thousand three hundred ten and 75/100
Dollars ($136,310.75).
Beginning October 1, 2002 through September 30, 2003, the
monthly sum of eleven thousand seven hundred fifty-six and
80/100 Dollars ($11,756.80) for a total annual base rental of
one hundred forty-one thousand eighty-one and 63/100 Dollars
($141,081.63).
D. LANDLORD IMPROVEMENTS
Landlord will make the improvements as detailed on the
attached drawing dated April 11, 1996 as prepared by
Xxxx/Xxxxx & Associates. Tenant shall pay Landlord directly
for "upgrades" including a staircase, parawedge light lenses,
full height doors, down lights and wall washers. Said payments
shall be made on a pro rata basis of the total cost as
Landlord pays the contractor performing the work.
E. BASE YEAR
Tenant's base year for calculating tax increases for Phase I
Expansion Space shall be 1996.
III. PHASE II EXPANSION SPACE (Effective 5/1/97)
A. PREMISES
Tenant will begin leasing Suite 131 on the first floor of
Building 4250. Said space is deemed to contain 4,023 square
feet.
B. TERM
The term for the Phase II Expansion space shall be from May 1,
1997 through September 30, 2003.
C. BASE RENTAL
The base rental rate for the Phase II Expansion space shall be
according to the schedule below:
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Beginning May 1, 1997 through April 30, 1998, the monthly sum
of three thousand eight hundred fifty-five and 38/100 Dollars
($3,855.38) for a total base rental of forty-six thousand two
hundred sixty-four and 50/100 Dollars ($46,264.50).
Beginning May 1, 1998 through April 30, 1999, the monthly sum
of three thousand nine hundred ninety and 31/100 Dollars
($3,990.31) for a total annual base rental of forty-seven
thousand eight hundred eighty-three and 76/100 Dollars
($47,883.76).
Beginning May 1, 1999 through April 30, 2000, the monthly sum
of four thousand one hundred twenty-nine and 97/100 Dollars
($4,129.97) for a total annual base rental of forty-nine
thousand five hundred fifty-nine and 69/100 Dollars
($49,559.69).
Beginning May 1, 2000 through April 30, 2001, the monthly sum
of four thousand two hundred seventy-five and 52/100 Dollars
($4,275.52) for a total annual base rental of fifty-one
thousand two hundred ninety-four and 28/100 Dollars
($51,294.28).
Beginning May 1, 2001 through April 30, 2002, the monthly sum
of four thousand four hundred twenty-four and 13/100 Dollars
($4,424.13) for a total annual base rental of fifty-three
thousand eighty nine and 58/100 Dollars ($53,089.58).
Beginning May 1, 2002 through April 30, 2003, the monthly sum
of four thousand five hundred seventy-eight and 98/100 Dollars
($4,578.98) for a total annual base rental of fifty-four
thousand nine hundred forty-seven and 72/100 Dollars
($54,947.72).
Beginning May 1, 2003 through September 30, 2003, the monthly
sum of four thousand seven hundred thirty-nine and 24/100
Dollars ($4,739.24).
D. LANDLORD IMPROVEMENTS
Landlord will provide improvements to the Phase II Expansion
Space at a cost not to exceed $14 psf or $56,322. If the
improvement cost exceeds the total budget, Tenant's rate on
the Phase II Expansion Space shall increase the same
percentage that the cost exceeds the budgeted allowance.
E. BASE YEAR
Tenant's base year for calculating tax increases for Phase II
Expansion Space shall be 1997.
IV. SPECIAL STIPULATIONS
A. FUTURE EXPANSION
Landlord shall grant Tenant a First Right of Refusal on all
other space in Building 4250 except for the space currently
occupied by tenants that have existing Options to Renew.
1. First Right of Refusal. Tenant shall have first right of
refusal to rent all other space in Building 4250, except
for the spaces currently occupied by tenants that have
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existing Options to Renew, in which case, said first right
of refusal shall be subordinate to the pre-existing
options to renew. If Landlord receives a bona fide written
offer from a third party for this space, Landlord will
provide written notice via certified mail to the tenant of
the receipt of the bona fide written offer from a third
party and Tenant shall have seven business days from
receipt of notice to match the third party offer. If
Tenant fails to respond to the third parties offer in
writing via certified mail within seven business days,
Tenant's right under this clause will cease to exist.
If Telemate waives its First Right of Refusal at any time,
Landlord shall not lease to any new Tenants for a term longer
than thirty-six (36) months. If Telemate waives its First
Right of Refusal at any time on then occupied space, Landlord
shall not renew existing tenants for a term longer than
twenty-four (24) months, except for Tenant's that have
existing Options to Renew.
Any future expansions will be at Telemate's then prevailing
rental rate on Phases I and II and will include a $14 psf
improvement budget. Any percentage increases above the $14 psf
allowance will result in an equal percentage increase in the
then prevailing rental rate.
B. LANDLORD SERVICES
Landlord will provide the services as called for in Paragraph
8 of the original Lease Agreement dated January 28, 1991 and
Paragraph D of the Second Amendment dated June 22, 1994, which
pertains to after hours HVAC requests by Tenant.
C. CANCELLATION OPTION(S)
1. Tenant may cancel this Lease effective at the end of the
60th month by giving Landlord at least six (6) months
prior written notice of its intent along with a lump sum
payment for the unamortized portion of all Tenant
Improvements paid for by Landlord (amortized at 14%) for
Phase I and Phase II expansions, and by paying an
additional payment equal to the actual, verifiable cost of
eliminating the staircase and returning the space into two
separate floors.
2. Tenant may cancel this Lease effective at the end of the
36th month by giving Landlord at least six (6) months
prior written notice of its intent along with a lump sum
payment for the unamortized portion of all Tenant
Improvements paid for by Landlord (amortized at 14%) for
Phase I and Phase II expansions, and by paying additional
payments equal to the actual, verifiable cost of
eliminating the staircase and returning the space into two
separate floors, and an additional payment equal to six
(6) months of Telemate's then prevailing rent for Phases I
and II.
D. OPTION TO RENEW
Landlord grants Tenant the right and option to extend the term of the
Lease based on the following terms and conditions:
1. Provided the Tenant is not in default with respect to
this Lease, and has kept and performed all its
obligations under this Lease.
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2. The renewal period will be for five (5) years
commencing from the expiration date of this Lease.
3. Tenant shall notify Landlord of its intent to
exercise said option to renew by written notice to
Landlord via certified mail one hundred fifty (150)
days prior to the expiration of this Lease.
4. Rent - the monthly rent shall be negotiated by
Landlord and Tenant.
The monthly rental shall be paid under the same terms and conditions as
specified in the lease agreement, except as provided herein, dated January 28,
1992 and amended June 11, 1993, June 24, 1994, March 30, 1995, June 14, 1996 and
July 26, 1996.
All other terms, provisions and covenants of the Lease Agreement dated January
28, 1992 and amended June 11, 1993, June 24, 1994, March 30, 1995, June 14, 1996
and July 26, 1996 shall remain in full force and effect.
IN WITNESS WHEREOF, the parties herein have hereto set their hands and
seals, in triplicate, the day and year first above written.
"LANDLORD" "TENANT"
KGE Associates, LP Telemate Software
By: /s/ Xxxx X. Xxxxx By: /s/ Xxxxxx X. Xxxxx Xx.
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Vice President - Finance of Xxxxxxxx Its: Controller
Properties as Agent for KGE ------------------------------
Associates, LP
Date Executed by Landlord: 8/23/96 Attest: /s/ Xxxxx X. Xxxx
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Its: Program Manager
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Date Executed by Tenant: August 2,
1996
(CORPORATE SEAL)
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EXHIBIT "A"
[Architectural Design of Space]
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EXHIBIT "B"
[Rent Schedule-Current, Phase I and Phase II]
