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Exhibit 6.11(d)
THIRD AMENDMENT TO LEASE
This THIRD AMENDMENT TO LEASE (this "Amendment') is made as of
this 6th day of August, 1998, by and between FIRST XXXXXX, LIMITED LIABILITY
COMPANY, a Delaware limited liability company ("Landlord"), and XXXXXXXX.XXX,
INC., an Arizona corporation dba FUTURE ONE ("Tenant").
RECITALS
A. INDELA CAMELSQUARE LIMITED LIABILITY COMPANY, an Arizona limited
liability company ("INDELA") and Tenant executed that certain Lease dated
November 28, 1995, First Amendment to Lease dated February 7, 1997 and Second
Amendment to Lease dated January 20, 1998 (the "Lease") pursuant to which Tenant
leased certain premises commonly known as 0000 Xxxx Xxxxxxxxx Xxxx, Xxxxxx X000,
K192 and K195, Xxxxxxx, Xxxxxxx 00000 ("Premises"). The Landlord has succeeded
to all of INDELA's right, title and interest as the Landlord under the Lease and
as such is the Landlord under the Lease.
B. Landlord and Tenant, hereby express their mutual desire and intent to
expand the Premises and amend by this writing those terms, covenants and
conditions contained in the Lease as set forth herein.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants and agreements
contained herein, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Landlord and Tenant hereby agree
as follows:
1. Defined Terms. Except for those terms expressly defined in this
Amendment, all capitalized terms used herein shall have the meanings set forth
in the Lease.
2. Expansion Premises. The leased Premises shall be increased from
approximately 4,490 square feet to approximately 5,764 square feet (an increase
of approximately 1,274 square feet). The Landlord hereby leases to Tenant and
Tenant leases from Landlord, the Expansion Premises being Suite K190
(approximately 634 contiguous rentable square feet) and Suite K112
(approximately 640 contiguous rentable square feet) more particularly described
on attached Exhibit "A-1".
3. Effective Date. This Amendment shall be effective September 1, 1998.
4. Lease Term. The Term of the Lease shall be for a period of two years
and five months commencing on September 1, 1998 and expiring an January 31,
2001. Said expansion shall be coterminous with existing Lease.
5. Rent. Commencing upon the Effective Date, rent for the leased
Premises shall be made to Landlord in monthly installments plus applicable tax
as outlined below:
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DATE PER MONTHLY MONTHLY TOTAL ANNUAL BASIC
SQUARE INSTALLMENTS INSTALLMENTS/ MINIMUM RENT
FOOT PER SECOND EXPANSION PREMISES MONTHLY
AMENDMENT DATED PER THIRD RENT
JANUARY 20,1998 AMENDMENT
DATED AUGUST 6,
1998
==========================================================================================
09-1-98 $17.50 $ 6,547.92 $ 1,857.92 $8,405.84 $100,870.00
through
1-31-99
02-01-99 $18.25 $ 6,828.54 $ 1,937.54 $8,766.08 $105,192.96
through
01-31-00
02-01-00 $19.00 $ 7,109.17 $ 2,017.17 $9,126.34 $109,516.08
through
01-31-01
The Minimum Rent per Month and Annual Rent amounts do not include
applicable rental tax charges which taxes are subject to change in accordance
with local, county, and state taxing authorities.
6. Tenant Improvements. Landlord shall provide a Tenant Improvement
Allowance of $6,370.00 ($5.00 per square foot) for 1,274 square feet of
expansion space. Tenant shall employ a licensed, bonded and insured contractor
to perform the improvements, Upon completion of the Tenant Improvements,
Landlord shall credit the Tenant $6,370.00 towards rent.
7. Base Year/Operating Expenses. Tenant shall continue to receive a 1998
Base Year in determining the Tenant's responsibility regarding its prorata share
of Operating Expenses that exceed the actual operating costs of the Building
incurred in the calendar year as Additional Rent. This prorata share Is subject
to adjustment from time to time to reflect any changes in the size of the (a)
Premises or (b) any correction in the net rentable area of the Building from a
measurement that Landlord may cause to be made.
8. Security Deposit. A Security Deposit the amount of $6,350.00 is
presently being held by Landlord. Upon the execution of this Amendment, Tenant
shall pay an additional $3.000.00 Security Deposit for a total deposit of
$9,350.00.
9. Parking. Tenant shall continue to receive seven (7) reserved parking
spaces at $35.00 each per month. Landlord shall provide one (1) additional
reserved parking space at $35.00 per month for a total of 8 reserved parking
spaces for the term of the Lease. Landlord reserves the right to designate or
change the location of parking spaces at such time as Landlord deems necessary.
10. Janitorial. Landlord shall not provide janitorial services to the
Leased Premises. Further, the Tenant shall not be provided any credit or
monetary allowance as compensation for not receiving said janitorial services.
Tenant shall, however, maintain the Premises in an acceptable condition at all
times.
11. Continuing Obligations. Tenant hereby acknowledges and agrees that
Tenant shall remain liable for any and all of Tenant's duties and obligations
under the Lease accruing prior to the date of this Amendment, including, without
limitation, the payment of all Monthly Installments of Rent and Tenant's
Proportionate Share of Operating Expenses and taxes.
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12. Counterparts. This Amendment may be executed in one or more
counterparts, each of which shall be deemed an original, and all of which
together shall constitute one and the same instrument.
13. Attorney's Fees. If any legal action or any arbitration or other
proceeding Is brought for the enforcement of this Amendment, or because of an
alleged dispute, breach, default or misrepresentation in connection with any of
the provisions of this Amendment, the successful or prevailing party, whether by
judgment or out-of-court settlement, shall be entitled to recover from the
losing party all costs and expenses incurred therein, including reasonable
attorneys' fees.
14. Severability. If any provision Of this Amendment or the application
thereof to any party or circumstance shall be determined by any court of
competent jurisdiction to be invalid or unenforceable to any extent, the
remainder of this Amendment or the application of such provision to such person
or circumstance, other than those as to which it is so determined invalid or
unenforceable, shall not be affected thereby, and each provision hereof shall be
valid and shall be enforced to the fullest extent permitted by law.
15. Governing Law. This Amendment shall be deemed to have been entered
into in the State of Arizona and shall be governed by and construed in
accordance with the laws of the State of Arizona.
16. Due Authority. Tenant hereby represents and warrants to Landlord
that this Amendment has been duly authorized and that the person executing this
Amendment on behalf of Tenant has all necessary power and authority to execute
this Amendment on behalf of Tenant and that no consent of any other person or
entity is required for the execution or performance of this Amendment.
17. Effect of Amendment. Except as expressly modified herein and
previously amended, the Lease shall continue in full force and effect. In the
event of any conflict between the terms of the Lease and the terms of this
Amendment, this Amendment shall control,
IN WITNESS WHEREOF, Landlord and Tenant have executed this Amendment as
of the day and year first written above.
TENANT: LANDLORD:
XXXXXXXX.XXX, INC., an Arizona FIRST XXXXXX, LIMITED LIABILITY COMPANY,
corporation, dba FUTURE ONE a Delaware limited liability company
By: /s/ Xxxxxxx X. Xxxxxxxxx
By: /s/ Xxxxxxx X. Northern --------------------------
-------------------------- Xxxxxxx X. Xxxxxxxxx
Xxxxxxx X. Northern Its: Vice President
Its: President
Dated: August 20, 1998
Dated: August 14, 1998 --------------------------
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