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EXHIBIT 10.8.1
FIRST AMENDMENT TO OFFICE LEASE
THIS FIRST AMENDMENT TO OFFICE LEASE (this "Amendment") is made and
entered into as of this 26th day of July, 1999 by and between ONE
HUNDRED NORTH RIVERSIDE, INC., a Delaware corporation ("Landlord") and
UNIVERSAL ACCESS, INC., a Delaware corporation ("Tenant").
W I T N E S S E T H :
WHEREAS, Landlord and Tenant entered into that certain Office Lease dated
October 30, 1998 (the "Original Lease"), pursuant to which Landlord leased to
Tenant 6,279 square feet on the 22nd floor (the "Original Premises") in a
building commonly known as 000 Xxxxx Xxxxxxxxx Xxxxx situated in Chicago,
Illinois (the "Building"), as more particularly set forth in the Original
Lease; and
WHEREAS, Landlord and Tenant desire to amend the Lease according to the
terms hereof to expand the Original Premises (as amended by this Amendment, the
Original Lease is hereinafter referred to as the "Lease");
NOW, THEREFORE, in consideration of the mutual covenants contained herein,
and other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, Landlord and Tenant hereby agree as follows:
1. Controlling Language. Insofar as the specific terms and provisions
of this Amendment purport to amend or modify or are in conflict with the
specific terms, provisions and exhibits of the Lease, the terms and provisions
of this Amendment shall govern and control; in all other respects, the Lease
shall remain unmodified and in full force and effect.
2. Expansion of Premises. On the later of (i) the date that is twenty
(20) days after the date Landlord approves Tenant's plans for the Expansion
Space Improvements (as defined below), or (ii) August 15, 1999 (such later date
being the "Expansion Space Commencement Date"), the Original Premises shall be
expanded to include the space depicted on Exhibit A attached hereto on the 22nd
floor (Suite 2202) consisting of 565 rentable square feet (the "Expansion
Space"), such that on and after the Expansion Space Commencement Date, the
Premises, for purposes of the Lease, shall include the Expansion Space, except
as otherwise described herein. The Expansion Space shall be delivered to Tenant
upon Landlord's execution of this Amendment in its then "as-is, where-is"
condition and Landlord shall have no obligation to make or pay for any
alterations or improvements to the Expansion Space. Any improvements or
alterations Tenant makes to the Expansion Space (the "Expansion Space
Improvements") shall be subject to the terms and conditions of Section 14 of
the Lease.
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3. Term. The Term of the Lease as to the Expansion Space shall be for
approximately one (1) year and four and one-half months beginning on the
Expansion Space Commencement Date and ending on December 31, 2000, inclusive
(the "Expansion Space Term"), on all the terms, covenants and conditions of the
Lease, except as hereinafter set forth.
4. Rent.
During the Expansion Space Term, Tenant agrees to pay rent in the
manner as set forth in the Lease and in the amounts as set forth below.
A. Base Rent. Tenant shall pay to Landlord Base Rent with respect
to the Expansion Space as set forth in the following schedule:
Annual Monthly Installment
Period Base Rent of Base Rent
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Expansion Space $22.00 psf $1,035.83
Commencement Date-
August 14, 2000
August 15, 2000 - $22.50 psf $1,059.38
December 31, 2000
B. Tenant's Share of Operating Expenses for the Original Premises
and the Expansion Space in an amount equal to the sum of (i) Tenant's Building
Share (as re-defined in Paragraph 5 below) of Building Operating Expenses, plus
(ii) Tenant's Tower Share (as re-defined in Paragraph 5 below) of Tower
Operating Expenses.
5. Tenant's Building and Tower Share. During the Expansion Space Term,
Tenant's Building Share for the Premises shall be equal to .93% (6,279 rentable
square feet plus 565 rentable square feet over 96.7% times 758,506 rentable
square feet in the Building). During the Expansion Space Term, Tenant's Tower
Share for the Premises only shall be equal to 1.49% (6,279 rentable square feet
plus 565 rentable square feet over 95% times 482,639 rentable square feet in the
Tower).
6. Real Estate Broker. Landlord and Tenant represent to each other that
they have not dealt with any real estate broker except for ORIX Real Estate
Equities, Inc. and Xxxx Xxxxxxx & Company with respect to this Amendment and,
to their knowledge no other broker initiated or participated in the
negotiations of this Amendment, submitted or showed the Expansion Space to
Tenant or is entitled to any commissions in connection with this Amendment.
Both parties agree to indemnify and hold the other harmless from all claims
from any other real estate broker claiming through such party for commission or
fees in connection with this Amendment.
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7. Miscellaneous.
A. Landlord and Tenant hereby agree that (i) this Amendment is
incorporated into and made a part of the Lease, (ii) any and all references to
the Lease hereinafter shall include this Amendment, and (iii) the Lease and all
terms, conditions and provisions of the Lease are in full force and effect as
of the date hereof, except as expressly modified and amended hereinabove.
B. All terms capitalized but not defined herein shall have the same
meaning ascribed to such terms in the Lease.
C. This Amendment shall be governed by and construed under the laws
of the State of Illinois.
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IN WITNESS WHEREOF, the parties have executed this Amendment as of the date
first above written.
LANDLORD: TENANT:
ONE HUNDRED NORTH RIVERSIDE, UNIVERSAL ACCESS, INC.,
INC., a Delaware corporation a Delaware corporation
By: /s/ XXX RAGHAAN By: /s/ XXXXXX X. XXXXXX
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Name: Xxx Raghaan Name: Xxxxxx X. Xxxxxx
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Title: Vice President Title: COO
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EXHIBIT A
DEPICTION OF EXPANSION SPACE
A
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UNIVERSAL ACCESS
[FLOORPLAN]
EXHIBIT A
UNIVERSAL ACCESS, INC.
EXPANSION SPACE
