This FOURTH LEASE AMENDMENT is made and effective this 22nd day of
September, 1995, by and between WEST VIRGINIA ECONOMIC DEVELOPMENT
AUTHORITY, a body created and established as a governmental instrumentality
of the State of West Virginia ("Landlord"), successor to West Virginia
Industry and Jobs Development Corporation, and TRIANGLE PACIFIC CORP., a
Delaware corporation, ("Tenant");
WHEREAS, Landlord and Tenant entered into an Agreement of Lease dated
June 1, 1988; and
WHEREAS, Landlord and Tenant entered into a Lease Amendment dated
April 14, 1989, a Second Lease Amendment dated November 1, 1991, and a
Third Lease Amendment dated March 10, 1993 which said Agreement of Lease as
so amended is sometimes hereinafter referred to as "the Lease"; and
WHEREAS, Landlord and Tenant wish to enter into a Fourth Amendment of
the Lease;
NOW, THEREFORE, for and in consideration of the covenants hereinafter
contained, the parties first mentioned above agree as follows:
1. Amendment to Paragraph 1. Paragraph 1 of the Lease which has a
paragraph heading of "Definitions" is amended by adding thereto
the following language:
"(x) "Stated Event" means the creation by Tenant of at least
eighty (80) new jobs at the Facility between May 17, 1995 and
December 31, 1996. In order for the Stated Event to occur,
Tenant must have a total payroll of at least four hundred and
sixty five (465) persons in full time positions at the Facility
by December 31, 1996"
2. Amendment to Paragraph 8. Paragraph 8 of the Lease which has a
paragraph heading of "Tenant"s Right to Extend Term of Lease' is
amended by adding thereto the following language:
"Notwithstanding the foregoing, upon the occurrence of the Stated
Event, Landlord agrees that Tenant may, at any time up to and
including the last day of the Phase I Equipment Term, extend the
initial terms for the Premises and all equipment phases until
midnight (local time) December 31, 2018. The extended terms
shall commence for each equipment phase and for the premises
immediately upon expiration of the respective initial terms. In
order to extend, Tenant shall give written notice of extension to
Landlord. Having so extended all four (4) lease terms, Tenant
shall make the following payments to Landlord:
(a) The rental during extension for the Premises shall be Five
Thousand Dollars ($5,000) payable on the first day of the
extended term and thereafter on or before January 1 of each
succeeding year of the extended term.
(b) At the election of Tenant, the rental for each extended
equipment term shall be either a lump sum payable on the
first day of the extended term or monthly rental payments
beginning on the first month of the extended term. If
Tenant elects to make a lump sum payment as to any extension
then the following amount shall be paid to Landlord on the
first day of the extended term:
Phase One Extension $3,095,610.54
Phase Two Extension $1,356,888.63
Phase Three Extension $ 436,239.48
If Tenant elects monthly payments as to any extended equipment
term then the rental during the extension shall be monthly
payments equal to the applicable lump sum amount shown above
amortized over the extended term with interest equal to the Wall
Street Journal Prime Rate adjusted quarterly. At any time during
any extended equipment term as to which Tenant has elected
monthly payments, Tenant may without penalty pay all remaining
monthly payments in full in advance by remitting to Landlord the
then outstanding principal ("lump sum") amount."
3. Amendment. Paragraph 9 of the Lease which has a paragraph
heading of "Purchase Option" is amended by adding thereto the
following language:
"Notwithstanding the foregoing, upon the occurrence of the Stated
Event and assuming Tenant has exercised its right to extend all
applicable lease terms then, Tenant shall have the right to
purchase the Facility on December 31, 2018 upon payment to
Landlord of the sum of One Dollar ($1.00) which payment must be
made on or before January 7, 2019."
4. Other Provisions. All other provisions of the Lease shall remain
in full force and effect, except as specifically amended herein.
IN WITNESS WHEREOF, Landlord has caused its corporate name hereunto
subscribed and its corporate seal hereunto affixed and attested by its duly
authorized officers and, Tenant has caused its corporate name to be
hereunto subscribed and its corporate seal to be hereunto affixed and
attested by its duly authorized officers, all on the day and year first
written above.
WEST VIRGINIA ECONOMIC
DEVELOPMENT AUTHORITY
By: /s/ Xxxxx X. Xxxxxx
Its: Executive Director
(SEAL)
ATTEST:
/s/ Xxxxx X. Elchridge
Deputy Director
TRIANGLE PACIFIC CORP.
By: /s/ Xxxxxx X. Xxxxx
Its: Executive VP & CFO
(SEAL)
ATTEST:
/s/ Xxxxxx Xxxxxxxx
Secretary
STATE OF WEST VIRGINIA,
COUNTY OF KANAWHA, TO-WIT:
The foregoing Fourth Lease Amendment was acknowledged before me
this 22nd day of September, 1995, by Xxxxx X. Xxxxxx, the Executive
Director, of West Virginia Economic Development Authority, a governmental
authority, on behalf of the authority.
My commission expires: January 20, 1998.
/S/ Xxxxxxx X. Xxxxx
(SEAL) Notary Public
STATE OF TEXAS,
COUNTY OF DALLAS, TO-WIT:
The foregoing Fourth Lease Amendment was acknowledged before me
this 30th day of September, 1995, by Xxxxxx X. Xxxxx, the Executive VP -
CFO, of Triangle Pacific Corp., on behalf of the corporation.
My commission expires: October 7, 1999
/s/ Xxxxxx X. Xxxxxxx
(SEAL) Notary Public
