EXHIBIT 10.12
LEASE AMENDMENT # 2
THIS LEASE AMENDMENT #2, dated October 21, 2002, is to that certain Lease
Agreement, dated September 19, 2000 ("Lease" herein), by and between RCN 2000
LLX, a Colorado limited liability company ("Landlord"), and XxxXxx.Xxx, a
Washington corporation ("Tenant"), with respect to the Premises known and
described as approximately 4,589 rentable square feet (the "Premises"), located
on the Third Floor in that certain four story office building commonly known as
the Annex Building ("Building" herein) located at 0000 Xxxxx Xxxxxxxx Xxxxxxxxx,
Xxxxxx, Xxxxxxxx 00000. As used herein, the term "Effective Date" shall mean
December 1, 2002. In the event of any conflict between the terms and provisions
of the printed portion of the Lease and the terms and provisions of Lease
Amendment # 1, the terms and provisions of this Lease Amendment # 2 shall
control.
1. On the Effective Date, The Premises, as described in Article 1 of the
Lease, is modified to include an additional area consisting of
approximately 2,568 rentable square fee ("Additional Premises") contiguous
to the existing Premises on the southwest side as shown on the attached
floor plan attached hereto and made a part hereof as Exhibit "A". The
existing Premises, taken together with the Additional Premises, shall total
approximately 8,053 rentable square feet.
2. On the Effective Date, the Base Rent, as described in Article 3 of the
Lease, for all of the Premises, as modified, is amended as follows:
RENT PERIOD MONTHLY BASE RENT
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December 1, 2002 through November 30, 2003 $13,086.13
December 1, 2003 through November 30, 2004 $13,253.19
December 1, 2004 through November 30, 2005 $13,421.67
December 1, 2005 through November 30, 2006 $13,589.44
December 1, 2006 through November 30, 2007 $13,757.21
All such Base Rent and Additional Rent, if any, is due and payable on
the first day of every calendar month, in advance without demand, however,
rent on the expansion premises shall not be due until Landlord has
substantially completed the tenant work in the space.
3. As of the Effective Date, "Tenant's Pro Rata Share" as described in
Article 5. (A) (2) of the Lease is hereby modified to 13.35%. Tenant shall
be granted a new Base Year 2002, with regard to Building Operating
expenses. Tenant's share of any future increase in annual building
operating costs shall be capped at five percent (5%) per year, excluding
any future increases in the costs of cleaning, utilities, insurance
premiums, snow removal, and real estate taxes.
4. Tenant shall increase the amount of its security deposit to be held
throughout the new lease term by Landlord, in accordance with the
provisions of Paragraph 3 of the Lease, from $8,200.00 to $13,086.13.
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5. Landlord, at its sole cost and prior to the Lease Commencement date,
shall construct the Premises to a turn-key finish, in accordance with the
space plan dated October 10, 2002 from Tenant Planning Services, which
shall include full-height, double glass doors and two full height glass
sidelights. The foregoing improvement work shall be known as "Landlord's
work". Additional work, if any, requested by Tenant to the scope of
Landlord[`s Work that results in additional cost in preparing the
Additional Premises for Tenant's use shall be at the sole cost and expense
of Tenant. Landlord and Tenant shall approve any such additional work and
the cost thereof prior to Commencing any such additional work. Tenant shall
reimburse Landlord for any such additional approved work within thirty (30)
days of Landlord's invoice to Tenant for the cost of such work.
6. Tenant's parking shall be in accordance with the standard building
parking ratio of 3:1000 RSF throughout the term of the lease, including for
the expansion premises. The monthly parking cost shall be $45.00 per month,
per space, throughout the term of the lease. If available, Tenant may
utilize, on a month to month basis, additional parking spaces in the
covered structure at the same monthly cost of $45.00 per month, per space.
Such additional month to month parking spaces may be recaptured by Landlord
with thirty (30) days prior written notice to Tenant.
7. Tenant shall be granted a one time Right of First Opportunity on the
contiguous Suite 300, comprising approximately 1,570 RSF of space. In the
event that Landlord receives a bona fide offer from a third party, or from
another existing tenant in the building interested in leasing Suite 300,
Landlord shall notify Tenant in writing of the availability of the space
and tenant shall then have ten (10) business days within which to negotiate
a separate business agreement with Landlord to lease the subject premises.
8. Tenant shall have a one time Right to Terminate the lease agreement at
the end of the thirty-sixth (36) month of the new lease term, in the even
that Landlord cannot accommodate Tenant's need for additional office space
anywhere else in the Building. Tenant shall provide Landlord with a t least
one-hundred and twenty (120) days prior written notice before the third
anniversary date of the lease term if Tenant needs additional office space.
Landlord shall then have thirty (30) days within which to identify the
expansion premises and negotiate with Tenant a separate business agreement
to lease the subject premises, or Tenant may then notify Landlord of its
intention of terminate the lease on the third year anniversary date. In the
event that Tenant does terminate the lease agreement, Tenant shall pay to
Landlord a Termination Penalty of two-fifths of Landlord's unamortized
leasing costs, to include tenant finish work and leasing commissions, plus
three months base rent, prior to the lease being terminated. The exact
amount of the termination penalty shall be provided to Tenant with 60 days
of the effective date.
9. The Lease is modified to conform to the terms and conditions of this
Lease Amendment #2 and except as herein modified is ratified and affirmed.
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10. Any notices sent to tenant shall be sent to the Premises, with a copy
to:
Xxxxx Xxxxxxx, CEO and President
0000-00xx Xxxxxx XX, Xxxxx 000
Xxxxxxx, XX 00000
11. Time is of the essence under this Agreement, and all provision herein
relating thereto shall be strictly construed. Unless waived by Landlord
(which it shall have the right, but not the obligation, to so do), this
Agreement is contingent upon execution and delivery by Tenant to Landlord's
agent no later than Friday, October 25, 2002, 5:00p p.m., mountain standard
time.
IN WITNESS WHEREOF, the parties hereto have caused this Lease Amendment #2
to be executed the day and year first written above.
LANDLORD TENANT
RCN 2000 LLC, XxxxXxx.xxx
A Colorado limited liability company a Washington corporation
By: _________________________________ By: _________________________________
Printed Name: _______________________ Printed Name: _______________________
Title: ______________________________ Title: ______________________________
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