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Exhibit 10.22
THIS FOURTH AMENDMENT TO LEASE is dated for reference purposes only as
February 9, 1996, and is part of that Lease dated June 15, 1988 together with
the Lease Amendment Number 1 dated August 18, 1993; Amendment Number 2 dated
June 7, 1994; and the Third Amendment To Lease dated September 13, 1994 thereto
(collectively, the "Lease") by and between CALIFORNIA STATE TEACHERS'
RETIREMENT SYSTEM, a retirement system created pursuant to the laws of the
State of California ("Landlord"), and IDENTIX, INC. a California corporation
("Tenant"), and is made with reference to the following facts:
A. The Premises currently leased by Tenant pursuant to the Lease
consists of 20,000 rentable square feet commonly known as 000 Xxxxx Xxxxxxxx,
Xxxx xx Xxxxxxxxx, Xxxxxxxxxx.
B. The Lease Term for said Premises currently expires on March 31,
1996.
C. Tenant and Landlord have agreed to expand the square footage of
said Premises by 20,000 rentable square feet incorporated herein by reference
as the "Expansion Space".
D. Tenant and Landlord have agreed to extend the Term of the Lease.
NOW THEREFORE, Landlord and Tenant hereby agree that the Lease shall be
amended as follows:
1. Premises: Paragraph 2 is hereby amended to provide for the
Expansion Space of 20,000 rentable square feet in a free-standing Building
located at 000 Xxxx Xxxxx Xxxxxx, Xxxxxxxxx resulting in a total of 40,000
rentable square feet. Expansion Space together with the original Premises shall
be deemed the "Premises".
2. Lease Term: Paragraph 4 is hereby amended to provide that the Lease
Term shall be for a period of sixty (60) calendar months (plus the partial
month following the Commencement Date if such date is not the first day of a
month).
3. Monthly Rent: Starting on the Commencement Date, Paragraph 5 is
hereby amended to provide for the Monthly Rent as follows:
Months 1-30: $32,000.00 per month
Months 31-60: $33,600.00 per month
4. Tenant Improvement Allowances:
A. The term "First Level Tenant Improvement Allowance" shall mean
the maximum amount Landlord is required to spend toward the payment of Interior
Improvement Costs for all Interior Improvements constructed in the Premises,
which amount is $260,000.00 (i.e., $6.50 per square foot within the entire
Premises).
B. A second level Tenant Improvement Allowance ("Second Level
Tenant Improvement Allowance") of $140,000.00 (i.e., $3.50 per square foot
within the entire Premises) shall be made available for an increase in the Base
Monthly Rent as provided for in paragraph 5 of this Amendment.
C. The First Level Tenant Improvement Allowance plus the Second
Level Tenant Improvement Allowance shall be termed the "Total Tenant
Improvement Allowance" consisting of $400,000.00 (i.e., $10.00 per square foot
within the entire Premises).
5. Adjustments to the Monthly Rent: The Monthly Rent as provided for in
Paragraph 5 of the Lease shall be adjusted as follows:
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A. For every increment of $40,000.00 (i.e., $1.00 per square
foot of Area), or proportion thereof to the Second Level Tenant Improvement
Allowance spent for the payment of the Interior Improvement Costs as defined in
Exhibit B, "Interior Improvement Agreement", the Monthly Rent shall increase
$0.0212 per square foot per month. As an example, if $60,000.00 of Second Level
Tenant Improvement Allowance is spent, the Monthly Rent shall increase $0.0318
per square foot per month.
B. No credit in the Monthly Rent shall be made if a portion of
the First Level Tenant Improvement Allowance is not spent.
6. SECURITY DEPOSIT AND CALCULATION OF FINAL PAYMENT:
A. Paragraph 1 of the Addendum 1 of the Lease is hereby
deleted, and Tenant shall deposit with Landlord upon signature hereon the sum
of $33,600.00 in cash as non-interest bearing security for the performance by
Tenant of its obligations under the Lease. If Tenant defaults with respect to
any provision of the Lease, Landlord may apply all or any part of the Security
Deposit for the payment of any Rent or other sum in default, the repair of such
damage to the Premises or the payment of any other amount which Landlord may
spend or become obligated to spend by reason of Tenant's default or to
compensate Landlord for any other loss or damage which Landlord may suffer by
reason of Tenant's default to the full extent permitted by law. If any portion
of the Security Deposit is so applied, Tenant shall, within ten (10) days after
written demand therefor, deposit cash with Landlord in an amount sufficient to
restore the Security Deposit to its original amount, and Tenant's failure to do
so shall be a default under this Lease. If Tenant is not otherwise in default,
the Security Deposit or any balance thereof shall be returned to Tenant within
thirty (30) days of termination of the Lease.
B. Upon execution of Exhibit D ("Acceptance Agreement") as
provided for in Paragraph 8 of Exhibit B hereto, Tenant shall increase the
Security Deposit to an amount equal to the last month's Monthly Rent, as those
amounts are finally calculated as provided for in Paragraph 5 herein.
7. COMMENCEMENT DATE: The Commencement Date of the Lease Term shall be
the day after Substantial Completion of the Interior Improvements as defined in
Paragraph 2D of Exhibit B to this Amendment. However, subject to delays caused
by Landlord or force majeure, in no event shall the Commencement Date be later
than sixty (60) days after the full execution of this Fourth Amendment To
Lease. Tenant shall have the right upon written notice to Landlord to terminate
this Lease if the Interior Improvements as provided for in Exhibit B to this
Amendment are not Substantially Completed within six (6) months after the full
execution of this Amendment if such delay is caused solely by Landlord.
8. HVAC REPAIRS: Prior to the Commencement Date, Landlord at Landlord's
sole cost, shall pay the $4,278.00 cost of repairs on the HVAC system for both
Buildings comprising the Premises as outlined in the two reports by Alron
Heating & Air Conditioning, Inc. titled "Customer Quotation" dated October 30,
1995 attached hereto as Exhibit "G". Additionally, Landlord shall provide the
electrical, HVAC, plumbing systems, and roof in the Expansion Space to Tenant
in good working condition as of the Commencement Date.
9. OPTION TO EXTEND: Paragraph 5B of the Lease is hereby amended to
provide that the option period monthly rent shall be 100% of the current market
rate for similar space in Sunnyvale.
10. REAL PROPERTY TAXES: Paragraph 15 of the Lease is hereby amended to
add the following:
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I. Notwithstanding anything to the contrary contained in the
Lease, Tenant acknowledges and agrees that for so long as Landlord's interest
in the Premises is owned by the state or any local public entity or government,
including without limitation a state public retirement system, this Lease and
Tenant's interest hereunder may constitute a possessory interest subject to
property taxation and as a result Tenant may be subject to the payment of real
estate taxes levied on that interest (in which event, Tenant shall promptly pay
such taxes). In addition, for so long as the Landlord's interest in the
Premises is owned by a state public retirement system, the full cash value, as
defined in Sections 110 and 110.1 of the Revenue and Taxation Code, of the
possessory interest upon which real estate taxes will be based shall equal the
greater of (a) the full cash value of the possessory interest, or (b) Tenant's
allocable share of the full cash value of the property that would have been
taxed if the property had been subject to property tax upon acquisition by the
state public retirement system.
11. PARKING: Paragraph 40 is hereby amended to provide Tenant the
exclusive right to use the parking as shown in Exhibit A herein.
12. SIGNAGE: Tenant shall have the exclusive use of the existing street
monument signs in front of both buildings constituting the Premises as defined
in Paragraph 1 of this Amendment.
13. REPAIR AND MAINTENANCE: The repair and maintenance obligations of
Tenant and Landlord for the Premises as defined in Paragraph I herein shall be
governed by Paragraph 17 of the Lease and Paragraph 2 of the Addendum Number 1
to the Lease except as follows:
Subparagraph "a") the heading "ROOF" and subparagraphs "b"), "c"), and
"d") under the heading "MECHANICAL SYSTEM" shall hereby be deleted.
14. INTERIOR IMPROVEMENTS: At the end of the Lease Term Tenant shall
not be obligated to remove any interior improvements or alterations existing as
of the Commencement Date of this Amendment which have previously been approved
by Landlord and for which a permit has been obtained from the appropriate
governing authority for their construction. Additionally, Landlord agrees to
allow those new Interior Improvements which shall be mutually agreed upon and
constructed in accordance with the provisions of Exhibit B to this Amendment to
remain at the end of the Lease Term unless otherwise disapproved by Landlord
once Tenant submits its proposed interior plans as provided for in Paragraph 4
of the Exhibit B to this Amendment.
15. BROKERAGE COMMISSIONS: Paragraph 35 is amended to provide that
Tenant warrants that it has not been represented by or had any dealings with
any real estate broker, salesman, or agent in regard to the transaction
represented by this Amendment, or incurred any obligations for the payment of
brokerage commissions or finder's fees which would be earned or become due and
payable by reason of the execution of this Lease Amendment and/or the
underlying transaction, and no brokerage commissions or finder's fees are due
in regard to the transaction. Tenant will hold Landlord harmless and indemnify
Landlord against any claim loss, or damage, including reasonable attorney's
fees, in regard to a brokerage commission or finder's fee claim by a broker or
finder under contract with or working with Tenant.
16. ENVIRONMENTAL: Notwithstanding anything to the contrary contained
herein, Landlord shall indemnify, defend and hold harmless Tenant from and
against any and all liability, loss, suits, claims, actions, costs and expense
(including, without limitation, reasonable attorneys' fees and expenses),
arising as a result of the presence of any toxic or otherwise hazardous
substances (i) existing on, about or under the Premises as of the date of
delivery of possession of the Premises from Landlord to Tenant, and/or (ii)
hereafter caused by Landlord or Landlord's employees, agents or representatives
to be located on, about or under the Premises (including, without limitations,
the Expansion Space).
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17. Except as expressly set forth in this Amendment, all terms
and conditions of the Lease remain in full force and effect.
IN WITNESS WHEREOF, Landlord and Tenant have executed this Fourth
Amendment to be effective as of the date first set forth above.
LANDLORD: TENANT:
CALIFORNIA STATE TEACHERS' IDENTIX, INC.
RETIREMENT SYSTEM a California corporation
a retirement system created pursuant
to the laws of the State of California
By: AMB Institutional Realty
Advisors, Inc.
a California corporation, as advisor
By: /s/ Xxxx X. Xxxxx By: /s/ Xxxxx X. Xxxxxxxx
----------------------------- -----------------------------
Xxxx X. Xxxxx Xxxxx X. Xxxxxxxx
Vice President Chief Financial Officer
Date: 2/28/96 Date: February 14, 1996
--------------------------- ---------------------------
Exhibit A - Site Plan
Exhibit B - Interior Improvement Agreement
Exhibit C - Approved Specifications
Exhibit D - Acceptance Agreement
Exhibit E - STRS Provisions
Exhibit F - Conflict of Interest Certificate
Exhibit G - Customer Quotation
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EXHIBIT A
SITE PLAN
[MAP]
000 XXXXX XXXXXXXX
XXXXX XXXXXXXX
XXXX XXXXX XXXXXX
PAGE 1 of 2
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EXHIBIT A
SITE PLAN
[MAP]
685 XXXX XXXXX
(EXPANSION SPACE)
XXXX XXXXX
Page 2 of 2
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INTERIOR IMPROVEMENT AGREEMENT
THIS IMPROVEMENT AGREEMENT is made part of that Lease dated February 9,
1996, (the "Lease") by and between CALIFORNIA STATE TEACHERS' RETIREMENT
SYSTEMS a retirement systems created pursuant to the laws of the State of
California, ("Landlord"), and IDENTIX, INC. ("Tenant"). Landlord and Tenant
agree that the following terms are part of the Lease:
1. Purpose of Improvement Agreement: The purpose of this
Improvement Agreement is to set forth the rights and obligations of Landlord
and Tenant with respect to the construction of Interior Improvements within the
Premises prior to the Commencement Date.
2. Definitions: As used in this Interior Improvement Agreement,
the following terms shall have the following meanings, and terms which are not
defined below, but which are defined in the Lease and which are used in this
Interior Improvement Agreement, shall have the meanings ascribed to them by the
Lease:
A. Approved Specifications: The term "Approved Specifications"
shall mean those specifications for the Interior Improvements to be constructed
by Landlord which are described by Exhibit "C" to the Lease.
B. Interior Improvements: The term "Interior Improvements"
shall mean all interior improvements to be constructed by Landlord in
accordance with the Approved Specifications (e.g., HVAC equipment and
distribution, transformer and power distribution, partitions, floor, wall, and
window covering, lighting fixtures).
C. Interior Improvement Costs: The term "Interior Improvement
Costs" shall mean the following: (i) the total amount due pursuant to the
general construction contract entered into by Landlord to construct the
Interior Improvements; (ii) the cost of all governmental approvals required as
a condition to the construction of the Interior Improvements (including all
construction taxes imposed by the City of Sunnyvale) in connection with the
issuance of a building permit for the Interior Improvements; (iii) all utility
connection or use fees; (iv) fees of architects or engineers for services
rendered in connection with the design and construction of the Interior
Improvements; and (v) the cost of payment and performance bonds obtained by
Landlord or Prime Contractor to assure completion of the Interior Improvement.
D. Substantial Completion and Substantially Complete: The terms
"Substantial Completion" and "Substantially Complete" shall each mean the date
when all of the following have occurred with respect to the Interior
Improvements in question; (i) the construction of the Interior Improvements in
question has been substantially completed in accordance with the requirements
of this Lease; (ii) the architect responsible for preparing the plans shall
have been substantially completed in accordance with the plans and
specifications therefor; and (iii) the Building Department of the City of
Sunnyvale has completed its final inspection of such improvements and has
"signed off" the building inspection card approving such work as complete.
3. Schedule of Performance: Set forth in this paragraph is a schedule
of certain critical dates relating to Landlord's and Tenant's respective
obligations regarding the construction of the Interior Improvements (the
"Schedule of Performance"). Landlord and Tenant shall each be obligated to use
reasonable efforts to perform their respective obligations within the time
periods set forth in the Schedule of Performance and elsewhere in this Interior
Improvement Agreement. The Schedule of Performance is as follows:
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Action Responsible
Items Due Date Party
----------- -------------------------------------- -----------
A. Approval by Within five (5) business Tenant
Tenant of days after the later of (i) Landlord's
Preliminary delivery of the Preliminary Interior
Interior Plans to Tenant, or (ii) the execution
Plans of this Amendment.
B. Delivery to Within ten (10) business Landlord
Tenant of days after approval of the
Final Preliminary Interior Plans
Interior
Plans
C. Approval by Within five (5) business days after Tenant
Tenant of Tenant receives Final Interior Plans
Final
Interior
Plans
D. Commence- Within five (5) days after Landlord
ment of issuance of all necessary
construction governmental approvals
of Interior
Improvement
E. Substantial Within forty-two (42) days after Landlord
Completion issuance of building permit for
of Interior the Interior Improvements
Improvements
4. Construction of Interior Improvements: Landlord shall, at its
sole cost and expense, construct the Interior Improvements in accordance with
the following:
A. Development and Approval of Preliminary Interior Plans:
On or before the due date specified in the Schedule of Performance, Landlord
shall deliver to Tenant for its review and approval preliminary plans for the
Interior Improvements which are consistent with and conform to Tenant's
Interior Improvements and the Approved Specifications (the "Preliminary
Interior Plans"). On or before the due date specified in the Schedule of
Performance, Tenant shall either approve such plans or notify Landlord in
writing of its specific objections to the Preliminary Interior Plans. If Tenant
so objects, Landlord shall revise the Preliminary Interior Plans to address
such objections in a manner consistent with the parameters for the Interior
Improvements set forth in this Improvement Agreement and the Approved
Specifications and shall resubmit such revised Preliminary Interior Plans as
soon as reasonably practicable to Tenant for its approval. When such revised
Preliminary Interior Plans are resubmitted to Tenant, it shall either approve
such plans or notify Landlord of any further objections in writing within five
(5) business days after receipt thereof. If Tenant has further objections to
the revised Preliminary Interior Plans, the parties shall meet and confer to
develop Preliminary Interior Plans that are acceptable to both Landlord and
Tenant within five (5) business days after Tenant has notified Landlord of its
second set of objections. In the event Tenant and Landlord do not resolve all
of Tenant's objections within such five (5) business day period, Landlord and
Tenant shall immediately cause Landlord's architect to meet and confer with
Tenant's architect or construction consultant, who shall apply the standards
set forth in this Improvement Agreement to resolve Tenant's objections and
incorporate such resolution into the Preliminary Interior Plans, which process
Landlord and Tenant shall cause to be completed within five (5) business days
after the conclusion of the five (5) business day period referred to in the
immediately preceding sentence.
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B. DEVELOPMENT AND APPROVAL OF FINAL INTERIOR PLANS: Once the
Preliminary Interior Plans have been approved by Landlord and Tenant (including
all changes made to resolve Tenant's objections approved by Landlord's
architect and Tenant's architect or construction consultant pursuant to
subparagraph 4A), Landlord shall complete and submit to Tenant for its approval
final working drawings for the Interior Improvements by the due date specified
in the Schedule of Performance. Tenant shall approve the final plans for the
Interior Improvements or notify Landlord in writing of its specific objections
by the due date specified in the Schedule of Performance. If Tenant so objects,
the parties shall confer and reach agreement upon final working drawings for
the Interior Improvements within five (5) business days after Tenant has
notified Landlord of its objections. In the event Tenant and Landlord do not
resolve all of Tenant's objections with such five (5) business day period,
Landlord and Tenant shall immediately cause Landlord's architect to meet and
confer with Tenant's architect or construction consultant, who shall apply the
standards set forth in the Improvement Agreement to resolve Tenant's objections
and incorporate such resolution into the Final Interior Plans, which process
Landlord and Tenant shall cause to be completed within five (5) business days
after the conclusion of the five (5) business day period referred to in the
immediately preceding sentence. The final working drawings so approved by
Landlord and Tenant (including all changes made to resolve Tenant's objections
approved by Landlord's architect and Tenant's architect or construction
consultant) are referred to herein as the "Final Interior Plans".
C. BUILDING PERMIT: As soon as the Final Interior Plans have been
approved by Landlord and Tenant, Landlord shall apply for a building permit for
the Interior Improvements and shall diligently prosecute to completion such
approval process.
D. CONSTRUCTION CONTRACT: Landlord and Tenant shall cooperate to cause
the Interior Improvements to be constructed by a general contractor who is
engaged by Landlord in accordance with subparagraph 4D(1) hereof.
(1) The job of constructing the Interior Improvements shall be
offered for "competitive bid", on a fixed price basis, to three (3) general
contractors selected by Landlord and approved by Tenant. The construction
contract shall be awarded to the bidder submitting the lowest bid for the job.
Landlord shall submit to Tenant a list of general contractors acceptable to
Landlord to whom the job may be bid, and Tenant shall notify Landlord within
three (3) business days after receipt of such list of its objection to any
proposed contractor. Tenant's failure to object within such period of time
shall be deemed to be its approval of all bidders on the list so submitted by
Landlord. If the lowest bid resulting from such competitive bidding process
indicates that the Interior Improvement Costs will exceed $260,000.000 Dollars
($6.50 per gross leasable square foot of the Premises), Landlord shall promptly
notify Tenant, in writing, to that effect, and Tenant shall have the right to
propose modifications to the Final Interior Plans within five (5) business days
after Tenant's receipt of Landlord's notice, subject to Landlord's approval of
such changes, for the purpose of reducing the Interior Improvement costs. Such
revision of the final Interior Plans shall be completed as expeditiously as
possible; provided, however, that (i) the job shall nonetheless be awarded to
the low bidder whose price shall be adjusted based upon the changes requested
by Tenant and approved by Landlord made to the Final Interior Plans; and (ii)
if Tenant should choose to exercise its right to modify the final Interior
Plans for the purpose of reducing the Interior Improvement costs, any delay
resulting from the failure by Tenant to timely exercise its right to do so
shall be a delay caused by Tenant for purposes of paragraph 7 hereof.
(2) Landlord and Tenant shall use their best efforts to approve
the general contractor and all subcontractors so that the construction contract
may be executed as soon as possible.
E. COMMENCEMENT OF INTERIOR IMPROVEMENTS: On or before the due date
specified in the Schedule of Performance, Landlord shall commence construction
for the Interior Improvements and shall diligently prosecute such construction
to completion, using all reasonable efforts to achieve Substantial Completion
of the Interior Improvements by the due date specified in the Schedule of
Performance.
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5. Payment of Interior Improvement Costs: Landlord and Tenant
shall have the following obligations with respect to the payment of Interior
Improvement Costs:
A. Landlord shall be obligated to pay an amount equal to
the Tenant Improvement Allowance as provided for in Paragraph 4 of the Fourth
Amendment To Lease for the Payment of Interior Improvement costs. If the total
of Interior Improvements Costs exceeds the amount of Landlord's required
contribution, Tenant shall be obligated to pay the entire amount of such
excess. To the extent the total of Interior Improvement Costs exceeds the First
Level Tenant Improvement Allowance but is less than the Total Tenant
Improvement Allowance, Landlord shall pay the amount of such excess, in which
event the Monthly Rent shall be increased as provided for in Paragraph 5 of the
Fourth Amendment To Lease. In no event shall Landlord be obligated to pay for
Interior Improvement Costs in excess of the allowances provided for in
Paragraph 4 of the Fourth Amendment To Lease. Tenant must pay for such excess.
If Tenant becomes obligated to contribute toward paying Interior Improvement
Costs pursuant to this subparagraph 5A, then Landlord shall estimate the amount
of such excess prior to commencing construction of the Interior Improvements
and Tenant shall pay to Landlord a proportionate share of each progress payment
due to the general contractor which bears the same relationship to the total
amount of the progress payment in question as the amount Tenant is obligated to
contribute to the payment of Interior Improvement Costs bears to the total
estimated Interior Improvement Costs. Tenant shall pay Tenant's share of any
progress payment to Landlord within five (5) business days after receipt of a
statement therefor from Landlord. At the time the final accounting is rendered
by Landlord pursuant to subparagraph 5C hereof, there shall be an adjustment
between Landlord and Tenant such that each shall only be required to contribute
to the payment of Interior Improvement Costs in accordance with the obligations
set forth in this subparagraph 5A, which adjustment shall be made within five
(5) days after Landlord notifies Tenant of the required adjustment. If Tenant
is required to make a payment to Landlord, Tenant shall make such payment even
if Tenant elects to audit the statement submitted by Landlord pursuant to
subparagraph 5C. In the event Tenant's audit discloses that an overpayment or
underpayment was made by Tenant, there shall be an adjustment between Landlord
and Tenant as soon as reasonably practicable such that each shall only be
required to contribute to the payment of costs in accordance with the
obligations set forth in this subparagraph 5A.
B. If Tenant fails to pay any amount when due pursuant to
this paragraph 5, then (i) Landlord may (but without the obligation to do so)
advance such funds on Tenant's behalf, and Tenant shall be obligated to
reimburse Landlord for the amount of funds so advanced on its behalf, and (ii)
Tenant shall be liable for the payment of a late charge and interest in the
same manner as if Tenant had failed to pay Monthly Rent when due as described
in paragraph 6 of the Lease. Any amounts paid to Landlord by Tenant pursuant to
this subparagraph shall be held by Landlord as Tenant's agent, for disbursal to
the general contractor in payment for work costing in excess of Landlord's
required contribution.
C. When the Interior Improvements are Substantially
Completed, Landlord shall submit to Tenant a final and detailed accounting of
all Interior Improvement Costs paid by Landlord, certified as true and correct
by Landlord's financial officers. Tenant shall have the right to audit the
books, records, and supporting documents of Landlord to the extent necessary to
determine the accuracy of such accounting during normal business hours after
giving Landlord at least two (2) days prior written notice. Tenant shall bear
the cost of such audit, unless such audit discloses that Landlord has
overstated the total of such costs by more than two percent (2%) of the actual
amount of such costs, in which event Landlord shall pay the cost of Tenant's
audit. Any such audit must be conducted, if at all, within ninety (90) days
after Landlord delivers such accounting to Tenant.
6. Changes to Approved Plans: Once the Final Interior Plans have
been approved by Landlord and Tenant, neither shall have the right to order
extra work or change orders with respect to the construction of the Interior
Improvements without the prior written consent of the other. All extra work or
change orders requested by either Landlord or Tenant shall be made in writing,
shall specify any added or reduced cost and/or construction time resulting
therefrom, and shall become effective and a part of the Final Interior Plans
once approved in writing by both parties. If a change order requested by Tenant
results in an increase in the cost of constructing
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order requested by Tenant at the time the change order is approved by both
Landlord and Tenant if and to the extent such change order causes the Interior
Improvement Costs to exceed Landlord's required contribution thereto described
in subparagraph 5A. If a change order results in an increase in the amount of
construction time needed by Landlord to complete the Interior Improvements,
paragraph 7 hereof may apply.
7. Delay in Completion Caused by Tenant: The parties hereto
acknowledge that the date on which Tenant's obligation to pay the Monthly Rent
and the Additional Rent would otherwise commence may be delayed because of (i)
Tenant's failure to submit necessary information to Landlord when required,
(ii) Tenant's failure to promptly review and approve the plans for the Interior
Improvements in accordance with the Schedule for Performance, (iii) any act by
Tenant which interferes with or delays the completion of the plans for the
Interior Improvements or Landlord's construction work, (iv) change orders
requested by Tenant and approved by Landlord, or (v) special materials or
equipment ordered or specified by Tenant that cannot be obtained by Landlord at
normal cost within a reasonable period of time because of limited availability.
It is the intent of the parties hereto that the commencement of Tenant's
obligation to pay the Monthly Rent and all Additional Rent not be delayed by
any of such causes or by any other act of Tenant, and in the event it is so
delayed, Tenant's obligation to pay the Monthly Rent and all Additional Rent
shall commence as of the date it would otherwise have commenced absent delay
caused by Tenant, provided that within a reasonable period time after learning
of the occurrence of the cause of any such delay, Landlord notifies Tenant in
writing of the fact that such delay has occurred and the known or anticipated
extent of any such delay.
8. Delivery of Possession, Punch List, and Acceptance Agreement:
As soon as the Interior Improvements are Substantially Completed, Landlord and
Tenant shall together walk through the Premises and inspect all Interior
Improvements so completed, using reasonable efforts to discover all uncompleted
or defective construction in the Interior Improvements. After such inspection
has been completed, each party shall sign an acceptance agreement in the form
attached to the Lease as Exhibit "D", which shall (i) include a list of all
"punch list" items which the parties agree are to be corrected by Landlord
and (ii) shall state the Commencement Date and the initial Monthly Rent. As
soon as such inspection has been completed and such acceptance agreement
executed, Landlord shall deliver possession of the Premises to Tenant. Landlord
shall use reasonable efforts to complete and/or repair such "punch list"
items within thirty (30) days after executing the acceptance agreement.
Landlord shall have no obligation to deliver possession of the Premises to
Tenant until such procedures regarding the preparation of a punch list and the
execution of the acceptance agreement have been completed. Tenant's taking
possession of the Expansion Space shall be deemed to be an acceptance by Tenant
of Landlord's work of improvement in such part as complete and in accordance
with the terms of the Lease except for the punch list items noted and latent
defects that could not reasonable have been discovered by Tenant during its
inspection of the Interior Improvements prior to completion of the acceptance
agreement. Notwithstanding anything contained herein, Tenant's obligation to
pay the Monthly Rent and Additional Rent shall commence as provided in the
Lease, regardless of whether Tenant completes such inspection or executes such
acceptance agreement.
9. Standard of Construction and Warranty: Landlord here by
warrants that the Interior Improvements shall be constructed substantially in
accordance with the Final Interior Plans (as modified by change orders approved
by Landlord and Tenant), all Private Restrictions and all Laws, in a good and
workmanlike manner, and all materials and equipment furnished shall conform to
such final plans and shall be new and otherwise of good quality. The foregoing
warranty shall be subject to, and limited by, the following:
A. Once Landlord is notified in writing of any breach of
the above-described warranty, Landlord shall promptly commence the cure of such
breach and complete such cure with diligence at Landlord's sole cost and
expense.
B. Landlord's liability pursuant to such warranty shall be
limited to the cost of correcting the defect or other matter in question. In no
event shall Landlord be liable to Tenant for any damages or liability incurred
by Tenant as a result of such defect or other matter, including without
limitation damages resulting from any loss of business by Tenant or other
consequential
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Page Six
C. Notwithstanding anything contained herein, Landlord shall not
be liable for any defect in design, construction, or equipment furnished which
is discovered and of which Landlord receives written notice from Tenant for the
first (1st) anniversary of the recordation of a notice of completion for the
work of improvement affected by the defect.
D. With respect to defects for which Landlord is not responsible
pursuant to subparagraph 9C, Tenant shall have the benefit of any construction
or equipment warranties existing in favor of Landlord that would assist Tenant
in correcting such defect and in discharging its obligations regarding the
repair and maintenance of the Premises. Upon request by Tenant, Landlord shall
inform Tenant of all written construction and equipment warranties existing in
favor of Landlord which affect the Interior Improvements. Landlord shall
cooperate with Tenant in enforcing such warranties and in bringing any suit that
may be necessary to enforce liability with regard to any defect for which
Landlord is not responsible pursuant to this paragraph so long as Tenant pays
all costs reasonably incurred by Landlord in so acting.
E. Landlord makes no other express or implied warranty with
respect to the design, construction or operation of the Interior Improvements
except as set that forth in this paragraph.
10. Condition to Landlord's Performance: Landlord's obligations under
the Lease are subject to the satisfaction or waiver of the condition that
Landlord obtain all building permits and other governmental approvals required
in order to commence construction of the Interior Improvements by the due dates
specified in the Schedule of Performance. If such condition is not satisfied or
waived within the applicable time period, Landlord shall have the option of
terminating the Lease; provided, however, that landlord shall have the option
to extend the time period for the satisfaction of such condition for a period of
up to sixty (60) days to enable landlord to continue its efforts to cause such
condition to be satisfied. If any such option to extend the time for
satisfaction of this condition is exercised, (i) Landlord shall continue to use
reasonable efforts to cause the condition to be satisfied; (ii) all other time
periods contained in the Schedule of Performance which are impacted by such
extension shall be appropriately adjusted; and (iii) such extension shall not
constitute a delay caused by Tenant pursuant to paragraph 7 hereof, nor shall
Landlord in any way be penalized for exercising such option to obtain
additional time to cause the condition to be satisfied. If Landlord becomes
entitled to and elects to so terminated the Lease, the Lease shall terminate on
the dated notice is so given to Tenant. Landlord shall be under an obligation
of good faith to use all reasonable efforts to cause the condition to be
satisfied.
11. Effect of Agreement: In the event of any inconsistency between this
Improvement Agreement and the Lease, the terms of this Improvement Agreement
shall prevail.
LANDLORD: TENANT:
CALIFORNIA STATE TEACHERS' IDENTIX, INC.
RETIREMENT SYSTEM a California corporation
a retirement system created pursuant
to the laws of the State of California
By: AMB Institutional Realty Advisors, Inc.
a California corporation, as advisor
By: /s/ Xxxx X. Xxxxx By: /s/ Xxxxx X. Xxxxxxxx
------------------------------- ------------------------
Xxxx X. Xxxxx Xxxxx X. Xxxxxxxx
Vice President Chief Financial Officer
13
EXHIBIT C
Approved Specifications
(To be added at a later date)
14
ACCEPTANCE AGREEMENT
THIS ACCEPTANCE AGREEMENT is made as of September 17, 1996 by
and between the parties hereto with regard to that Lease dated June 15, 1988 as
amended by the Fourth Amendment To Lease dated February 9, 1996 by and between
CALIFORNIA STATE TEACHERS' RETIREMENT SYSTEM a California general partnership,
as Landlord ("Landlord"), and IDENTIX, INC. as Tenant ("Tenant"), affecting
those Premises commonly known as 510 North Pastoria and 000 Xxxx Xxxxx,
Xxxxxxxxx, Xxxxxxxxxx. The parties hereto agree as follows:
1. All improvements required to be constructed by Landlord by the
Lease have been completed in accordance with the terms of the Lease and are
hereby accepted by Tenant, subject to the completion of punchlist items.
2. Possession of the Premises has been delivered to Tenant and
Tenant has accepted and taken possession of the Premises.
3. The Commencement Date of the Lease Term is May 1, 1996 and
the Lease Term shall expire on April 30, 2001 unless sooner terminated
according to the terms of the Lease or by mutual agreement.
4. The Base Monthly Rent initially due pursuant to the Lease is
Thirty Three Thousand, Four Hundred Seven Dollars and 68/100 ($33,407.68) per
month, subject to any subsequent adjustments required by the Lease.
5. Landlord has received a Security Deposit in the amount of
Thirty Five Thousand, Seven Dollars and 68/100 ($35,007.68).
6. The Lease is in full force and effect, neither party is in
default of its obligations under the Lease, and Tenant has no setoffs, claims,
or defenses to the enforcement of the Lease.
LANDLORD: TENANT:
CALIFORNIA STATE TEACHERS' Identix, Inc.,
RETIREMENT SYSTEM a California corporation
a retirement system created
pursuant to the laws of the By: /s/ Xxxxx X. Xxxxxxxx
State of California --------------------------
Xxxxx X. Xxxxxxxx
By: AMB Institutional Chief Financial Officer
Realty Advisors, Inc.
a California corporation,
as Investment Manager Date: OCTOBER 22, 1996
------------------------
By:
-----------------------------
Xxxx X. Xxxxx,
Vice President
Date:
---------------------------
15
STRS Provisions
Acknowledgment, Representation and Warranty
Re Prohibited Transactions
(Tenant)
IDENTIX, INC. a California corporation; ("Tenant") hereby acknowledges that
State Teachers' Retirement System ("STRS") is a unit of the California State
and Consumer Services Agency established pursuant to Title I, Division 1, Part
13 of the California Educational Code, Sections 2200 et seq., as amended (the
"Ed Code"). As a results, STRS is prohibited from engaging in certain
transactions with a "school district or other employing agency" or a "member,
retirant or beneficiary" (as those terms are defined in the Ed Code). In
addition, STRS may be subject to certain restrictions and requirements under
the Internal Revenue Code, 26 U.S.C. Section 1 et seq. (The "Code").
Accordingly, Tenant represents and warrants to STRS that (a) Tenant is neither
a school district or other employing agency nor a member, retirant or
beneficiary; (b) has not made any contribution or contributions to STRS; (c)
neither a school district or other employing agency, or a member, retirant or
beneficiary, nor any person who has made any contributions to STRS, nor any
combination thereof, is related to Tenant by any relationship described in
Section 267(b) of the Code; (d) neither AMB, its affiliates, related entities,
agents, officer, directors or employees, not any STRS board member, employee or
internal investment contractor (collectively, "STRS Affiliates") has received
or will receive, directly or indirectly, any payment, consideration or other
benefit from, nor does any STRS Affiliate have any agreement or arrangement
with Tenant or any person or entity affiliated with Tenant relating to the
transactions contemplated by this Agreement; an (e) no STRS Affiliate has any
direct or indirect ownership interest in Identix, Inc. a California corporation
or any person or entity affiliated with Identix, Inc. a California
corporation.
STRS Exculpation.
This Agreement is being executed by AMB Institutional Realty Advisors, Inc., on
behalf of the State Teachers' Retirement System, a retirement system created
pursuant to the laws of the State of California ("STRS"). No present or future
officer, director, employee, trustee, member, investment manager or agent of
STRS shall have any personal liability, directly or indirectly, and recourse
shall not be had against any such officer, director, employee, trustee, member,
investment manager or agent under or in connection with this Agreement or any
other document or instrument heretofore or hereafter executed in connection
with this Agreement Identix, Inc. a California corporation hereby waives and
releases any and all such personal liability and recourse. The limitations of
liability provided in this Section are in addition to, and not in limitation
of, any limitation on liability applicable to STRS provided by law or in any
other contract, agreement or instrument.
LANDLORD: TENANT:
California State Teachers' Retirement IDENTIX, INC.
System, a retirement system created a California corporation
pursuant to the laws of the State of
California
By: AMB Institutional Realty By: /s/ Xxxxx X. Xxxxxxxx
Advisors, Inc., a California ----------------------------
corporation, as advisor Xxxxx X. Xxxxxxxx
Chief Financial Officer
February 14, 1996
By: /s/ Xxxx X. Xxxxx
---------------------------------
Xxxx X. Xxxxx
Vice President
16
CONFLICT OF INTEREST CERTIFICATE
(Tenant)
This Conflict of Interest Certificate (this "Certificate") is given by IDENTIX,
INC. a California corporation ("Tenant"), in favor of AMB Institutional Realty
Advisors, Inc., a California corporation, as investment manager ("Advisor"), to
the STATE TEACHERS' RETIREMENT SYSTEM, a retirement system created pursuant to
the laws of the State of California ("STRS"), pursuant to that Lease dated
February 9, 1996 (the "Agreement"), by and between Tenant and Advisor, in
connection with Advisor for the STRS-owned real property located at 000 Xxxx
Xxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxx (the "Property").
Tenant hereby represents and warrants as follows:
1. No Interest in Property or Benefit from Acquisition or Disposition.
Neither Tenant, its affiliates, other related entities nor any of its
agents, officers or employees has received or will receive directly or
indirectly, any benefit from the Property or from the purchase or sale
of the Property by STRS, or by Advisor on behalf of STRS, other than the
rents set forth in the Agreement.
2. No Relationship with Advisor. Except as otherwise disclosed in writing
by Tenant or Advisor, the Tenant, its affiliates and other related
entities have no agreement or arrangement respecting the Property with
Advisor or with any broker or other person or entity, and Tenant, its
affiliates and other related entities have no direct or indirect
ownership interest in Advisors, except as set forth in the Agreement.
3. No Knowledge of Conflicts of Other Parties. Tenant has no knowledge of
any of the matters described in this Certificate with respect to
Advisor, any member of the Teachers' Retirement Board of STRS, or
employee or internal investment contractor of STRS.
IN WITNESS WHEREOF, Tenant has caused its duly authorized representative to
execute this Certificate and hereby certifies that the foregoing is true and
correct under penalty of perjury as of February 14, 1996.
IDENTIX, INC.
a California corporation
By: /s/ Xxxxx X. Xxxxxxxx
------------------------------
Xxxxx X. Xxxxxxxx
Chief Financial Officer
---------------------------------
[Print Name and Title]
17
ALRON Heating & Air Conditioning, Inc.
00000 Xxxxxxxxxx Xx, Xxxxx X
Xxxxxx, Xxxxxxxxxx 00000
(000) 000-0000 fax (000) 000-0000
C-20 427424 Customer Quotation
Quote Xx. 0000 Xxx. Xx. 0 Quote Date 10/30/95
-------------------------------------------------------------------------------
Submitted To: A/R # 5337 | Location: S/M # 986
XXXXXXX XXXXXXXXXX | STARTECH
0000 XXXXX XXXXX XXXXXX | 000 X. XXXXX
XXXXX 000 x
XXX XXXX , XX 00000 | XXXXXXXXX , XX 00000
ATTN: XXXXX XXXXXXXXX | ATTN: XXX XXXXXX
PHONE: 408/000-0000 | PHONE: 000-000-0000
FAX: 000-000-0000 | FAX:
-------------------------------------------------------------------------------
Type: Q3 QUOTED SERVICES Quote Amount: See Text
Reference Invoice: 55697 Dated 10.24.95 Quote Expiration: 11.29.95
-------------------------------------------------------------------------------
SYS UNIT MODEL NUMBER NFC SERIAL NUMBER WAR/CCNT TYPE
AH 1 25 TRA U3F29597 N
CON 1 RAUA3006MA TRA 3F16376 N
AH 2 25 TRA U3F29571 N
CON 2 RAUA3006MA TRA 3F16375 N
BOI 1 1020T-0 RAI 063092 N
COM 1 210 QUI 306965 N
-------------------------------------------------------------------------------
Work Description
DURING OUR RECENT HVAC INSPECTION, THE FOLLOWING PROBLEMS WERE FOUND WHICH
NEED ATTENTION:
AH #1: AIR HANDLER WAS FOUND TO FUNCTION NORMALLY. ALL FILTERS WERE CLEAN,
AND BELT WAS FOUND IN GOOD CONDITION.
NOTE: BLOWER MOTOR CONTROLLED BY ENERGY SAVING TOSHIBA TOSVERT 130HI
TRANSISTOR INVERTER FREQUENCY DRIVE.
CON #1: CONDENSER FUNCTIONS NORMALLY IN COOLING MODE; ALTHOUGH, COMPRESSOR
CONTACTORS HAVE BURNED CONTACTS, CONDENSER COIL NEEDS CLEANING AND CONDENSER
FAN #2 HAS WORN BEARINGS.
AH #2: AIR HANDLER WAS FOUND TO FUNCTION NORMALLY. ALL FILTERS WERE CLEAN,
AND BELT WAS FOUND IN GOOD CONDITION.
NOTE: BLOWER MOTOR CONTROLLED BY ENERGY SAVING TOSHIBA TOSVERT 130HI
TRANSISTOR INVERTER FREQUENCY DRIVE.
CON #2: CONDENSER WAS FOUND TO FUNCTION NORMALLY IN COOLING MODE; ALTHOUGH,
BOTH COMPRESSOR CONTACTORS HAVE BURNED CONTACTS AND CONDENSER COIL NEEDS
CLEANING.
BOILER #1: SYSTEM FUNCTIONS NORMALLY IN HEATING MODE ALONG WITH PUMP.
Continued on Next Page
18
ALRON HEATING & AIR CONDITIONING, INC.
00000 XXXXXXXXXX XX., XXXXX 0 CUSTOMER QUOTE NO: 02*1661*0
XXXXXX, XXXXXXXXXX 00000 QUOTE DATE: 10/30/95
(000) 000-0000 FAX (000) 000-0000 PAGE: 2
C-20 427434
===============================================================================
CONTROL AIR COMPRESSOR #1: SYSTEM FUNCTIONS NORMALLY AND BELT FOUND IN GOOD
CONDITION.
VAV ZONING: PNEUMATIC VARIABLE AIR VOLUME BOXES CONTROL EACH ZONE AND ARE
LOCATED ABOVE T-BAR CEILING. CURRENTLY, IT IS UNKNOWN WHETHER ALL ZONES ARE
CURRENTLY DIVIDED FOR LOAD AND AREA. THIS SHOULD BE EVALUATED, IF NEW TENANT
IMPROVEMENT WILL TAKE PLACE.
NOTE: SYSTEMS APPEARED TO HAVE BEEN MAINTAINED BY THERMA.
COST OF ABOVE LISTED REPAIRS INCLUDING PARTS, LABOR AND TAX ..........$1,998.00
COST OF INSPECTION DATED 10/24/95: ................................... $189.00
----------------------------------------------------------------------------
Submitted by: Xxxx Xxxxxx /s/ Xxxx Xxxxxx 10/30/95
--------------------------- --------
Customer Acceptance Signature Date
Dated Purchase Order:
------------------------------ ------------ -----------
19
ALRON Heating & Air Conditioning, Inc.
00000 Xxxxxxxxxx Xx, Xxxxx X
Xxxxxx, Xxxxxxxxxx 00000
(000) 000-0000 fax (000) 000-0000
C-20 427424 Customer Quotation
Quote Xx. 0000 Xxx. Xx. 0 Quote Date 10/30/95
-------------------------------------------------------------------------------
Submitted To: A/R # 5337 | Location: S/M # 240
XXXXXXX XXXXXXXXXX | IDENTIX
0000 XXXXX XXXXX XXXXXX | 000 X. XXXXXXXX XXX
XXXXX 000 |
XXX XXXX , XX 00000 | XXXXXXXXX , XX 00000
ATTN: XXXXX XXXXXXXXX | ATTN: XXX XXXXXXXXX
PHONE: 408/000-0000 | PHONE: 000-000-0000
FAX: 000-000-0000 | FAX: 000-000-0000
-------------------------------------------------------------------------------
Type: Q3 QUOTED SERVICES Quote Amount: See Text
Reference Invoice: 55696 Dated 10.23.95 Quote Expiration: 11.29.95
-------------------------------------------------------------------------------
SYS UNIT MODEL NUMBER MFG SERIAL NUMBER WAR/CCNT TYPE
AC 1 STHA303LB TRA 3A10410 01/01/96C PM
AC 2 D2CG060N08225A YOR NEUM088408 01/01/96C PM
AC 3 D2CG03GN04125A YOR NGUM320508 01/01/96C PM
AC 4 SFHA403LA 3C21916 01/01/96C PM
AC 5 D2CG060NO8225A YOR NBUM088345 01/01/96C PM
AC 7 SFHA303LB TRA 2L23303 01/01/96C PM
AC 8 D2CG060N04125 YOR NNYM077415 01/01/96C PM
AC 9 SFH22303LB TRA 2L23309 01/01/96C PM
AC 10 SFHA503LB TRA 2M13759 01/01/96C PM
AC 11 SFHA403LA TRA 3A10563 01/01/96C PM
AC 12 SFHA303LB TRA 2L22304 01/01/96C PM
AC 13 D4CG060N08225A YOR NEBM030634 01/01/96C PM
-------------------------------------------------------------------------------
Work Description
DURING OUR RECENT HVAC INSPECTION, THE FOLLOWING PROBLEMS WERE FOUND WHICH
NEED ATTENTION:
AC #1: SYSTEM FUNCTIONS NORMALLY IN HEATING AND COOLING MODES; ALTHOUGH,
COMPRESSOR CONTRACTOR IS WORN WHICH NEEDS REPLACEMENT. MANUFACTURING DATE:
1973.
A/C #2: SYSTEM FUNCTIONS NORMALLY IN HEATING AND COOLING MODES. ORIGINAL
UNIT HAD BEEN REPLACED DECEMBER 1988.
AH #3: SYSTEM FUNCTIONS NORMALLY IN HEATING AND COOLING MODES. ORIGINAL UNIT
HAD BEEN REPLACED DECEMBER 1988.
AC #4: SYSTEM FOUND WITH HEAT DISCONNECTED, SINCE UNIT FEEDS HIGH HEAT LOAD
AREA. FAN CYCLING CONTROL IS NONFUNCTIONAL, SINCE CONDENSER FAN MOTOR STARTS ON
INITIATION OF COOLING CYCLE. ALSO, UNIT HAS WORN CONTRACTOR. MANUFACTURING
DATE: 1973.
Continued on Next Page
20
ALRON HEATING & AIR CONDITIONING, INC.
00000 XXXXXXXXXX XX., XXXXX 0 CUSTOMER QUOTE KE: 02*1662*1
XXXXXX, XXXXXXXXXX 00000 QUOTE DATE: 10/30/95
(000) 000-0000 FAX (000) 000-0000 PAGE: 2
C-20 427434
===============================================================================
A/C #3: SYSTEM FUNCTIONS NORMALLY IN HEATING AND COOLING MODES. ORIGINAL UNIT
HAD BEEN REPLACED DECEMBER 1988.
A/C #6: SYSTEM WAS REMOVED FROM ROOFTOP AND DUCTS WERE CAPPED DURING TENANT
IMPROVEMENT IN APPROXIMATELY 1987/88.
A/C #7: SYSTEM FUNCTIONS NORMALLY IN HEATING AND COOLING MODES; ALTHOUGH,
COMPRESSOR CONTACTOR IS WORN. MANUFACTURING DATE: 1972.
A/C #8: SYSTEM FUNCTIONS NORMALLY IN HEATING AND COOLING MODES. ORIGINAL UNIT
HAD BEEN REPLACED APRIL 1992.
A/C #9: SYSTEM FUNCTIONS NORMALLY IN HEATING MODE. HEAD PRESSURE CONTROL
HELLOWS IS LEAKING REFRIGERANT, WHICH NEEDS REPLACEMENT. COMPRESSOR HAD
RECENTLY BEEN REPLACED BY ANOTHER CONTRACTOR. AL JOINTS HAVE BEEN POORLY
SOLDERED INCLUDING COMPRESSOR, DRIER SHELL AND ACCESS VALVE. WEAK JOINTS WILL
EVENTUALLY FAIL AND CAUSE COMPONENT DAMAGE FROM REFRIGERANT LEAK. MANUFACTURING
DATE: 1972.
A/C #10: SYSTEM FUNCTIONS NORMALLY IN HEATING AND COOLING MODES; ALTHOUGH,
COMPRESSOR CONTACTOR IS WORN. MANUFACTURING DATE: 1972.
A/C #11: SYSTEM FUNCTIONS IN HEATING AND COOLING MODES. UNIT TOP IS BADLY
RUSTED, COMPRESSOR CONTACTOR IS WORN AND SYSTEM REFRIGERANT CHARGE IS SLIGHTLY
LOW. MANUFACTURING DATE: 1972.
A/C #12: SYSTEM FUNCTIONS NORMALLY IN HEATING AND COOLING MODES; ALTHOUGH,
COMPRESSOR CONTACTOR IS WORN. MANUFACTURING DATE: 1972.
A/C #13: SYSTEM FUNCTIONS NORMALLY IN HEATING AND COOLING MODES. ORIGINAL UNIT
HAD BEEN REPLACED MAY 1993.
COST OF REPAIRS, AS LISTED ABOVE INCLUDING PARTS, LABOR AND TAX:......$2,280.00
COST OF INSPECTION DATED 10/23/95:......................................$469.00
21
ALRON HEATING 7 AIR CONDITIONING, INC.
00000 XXXXXXXXXX XX., XXXXX 0 CUSTOMER QUOTE KE: 02*1662*1
XXXXXX, XXXXXXXXXX 00000 QUOTE DATE: 10/30/95
(000) 000-0000 FAX (000) 000-0000 PAGE: 3
C-20 427434
===============================================================================
A/C #1,2,3,4,5,6: THESE UNITS FEED SEVERAL PROBLEM ZONES SPANNING FROM THE
RIGHT SIDE OF LOBBY AREA (AS YOU ENTER BUILDING) TO XXXXX AVE SIDE OF BUILDING.
SEVERAL AND CONTINUOUS PROBLEMS MUST BE RESOLVED TO ELIMINATE TENANT
COMPLAINTS. ALL ZONES WERE EVALUATED AND QUOTE WAS SENT TO XXXXXX QUIOONEZ ON
01/27/95 TO RESOLVE ZONING AND TONNAGE PROBLEMS. MAJORITY OR PROBLEMS FOUND
STILL EXIST TODAY. REPLACEMENT OF EXISTING UNITS WILL NOT SOLVE ALL PROBLEMS.
ALL ZONES TO THE LEFT SIDE OF LOBBY AREA WERE NEVER EVALUATED, SINCE COMPLAINTS
WERE MINIMUM. COPY OF ORIGINAL QUOTE #1374 ADDRESSED TO IDENTIX IS ENCLOSED FOR
YOUR ???????.
NOTE: SEVERAL OF THE ZONING AND TONNAGE PROBLEMS WERE CREATED BY TENANT; SUCH
AS: MOVING WALLS, ADDING WALLS, REMOVING WALLS, ADDING LOADS ABOVE NORMAL
COMFORT COOLING. THERMOSTATS NEED RELOCATION, DUCTING NEEDS MAJOR ALTERATION TO
CREATE CORRECT ZONES AND ADDITIONAL TONNAGE IS NEEDED TO CONDITION INCREASED
LOAD.
===============================================================================
Submitted by: Xxxx Xxxxxx /s/ Xxxx Xxxxxx 10/30/95
-------------------------- ------------
Signature Date
Customer Acceptance
___________________________ Dated ___________ Purchase Order: _______________
TOTAL P.06
