FIRST LEASE MODIFICATION
Exhibit
10.54
FIRST
LEASE MODIFICATION
THE
LEASE AGREEMENT
dated
January 28, 2003 by and between AMERICAN
CENTER LLC,
a
Michigan Limited Liability Company f/k/a
AMERICAN CENTER ACQUISITION, LLC, a
Michigan Limited Liability Company successor in interest to
HALL AMERICAN CENTER ASSOCIATES: LIMITED PARTNERSHIP, a
Michigan Limited Partnership (the “Landlord”), and
LDMI TELECOMMUNICATIONS INC., a
Michigan corporation (the “Tenant”) for Suites
#400 and #500 consisting
of 38,336 rentable square feet (the “Premises” or “demised premises”) in the
AMERICAN
CENTER (the
“Building”) ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (the “Project”) is
hereby modified as follows:
1. Tenant
shall lease Suite #1660 on an “as-is” basis (the “Additional Office Space”)
consisting of 1,258 rentable / 1,108 usable square feet (as marked on Exhibit
“A”) of Office Space for a term of ten years, six months to become effective
June 1, 2003 and expire November 30, 2013. Landlord shall not be responsible
for
constructing any improvements in the Additional Office Space for the benefit
of
Tenant or any other person. Landlord’s delivery of the Additional Office Space
to Tenant shall not constitute a representation, warranty or agreement, and
Landlord shall have no responsibility or liability for, the completeness,
design
sufficiency, or the compliance of the Additional Office Space with any laws,
rules or regulations of any governmental or other authority,
2. DELETION
OF CERTAIN TERMS AND CONDITIONS - Section
1.01 (g), BASE RENT, of the Lease dated January 28, 2003 is deleted in its
entirety and replaced with the following:
The
Base
Monthly Rent shall be:
|
Date
|
Existing
|
Additional
Office Space
|
Total
Monthly Base Rent
|
Annual
Base Rent
|
|
6/1/03
- 5/31/04
|
$66,289.33
|
$2,175.29
|
$68,464.62
|
$821,575.44
|
|
6/1/04
- 5/31/05
|
$67,886.67
|
$2,227.71
|
$70,114.38
|
$841,372.56
|
|
6/1/05
- 5/31/06
|
$69,484.00
|
$2,280.13
|
$71,764.13
|
$861,169.56
|
|
6/1/06
- 5/31/07
|
$72,678.67
|
$2,384.96
|
$75,063.63
|
$900,763.56
|
|
6/1/07
- 5/31/08
|
$74,276.00
|
$2,437.38
|
$76,713.38
|
$920,560.56
|
|
6/1/08
- 5/31/09
|
$75,873.33
|
$2,489.79
|
$78,363.12
|
$940,357.44
|
|
6/1/09
- 5/31/10
|
$77,470.67
|
$2,542.21
|
$80,012.88
|
$960,154.56
|
|
6/1/10
- 5/31/11
|
$79,068.00
|
$2,594.63
|
$81,662.63
|
$979,951.56
|
|
6/1/11
- 5/31/12
|
$80,665.33
|
$2,647.04
|
$83,312.37
|
$999,748.44
|
|
6/1/12
- 5/31/13
|
$82,262.67
|
$2,699.46
|
$84,962.13
|
$1,019,545.56
|
|
6/1/13
- 11/30/13
|
$82,262.67
|
$2,699.46
|
$84,962.13
|
$509,772.78*
|
|
|
|
|
Aggregate
|
$9,754,972.02
|
*
total
is for six months
3. Effective
upon the date of this First Lease Modification, the Existing Office Space
and
the Additional Office Space for a total square footage of 37,398 usable /
39,
594 rentable square feet shall be called the Premises.
4. The
Base
Year shall remain 2004.
5. DELETION
OF CERTAIN TERMS AND CONDITIONS - Section
1.01 (h), TENANT’S PROPORTIONATE SHARE, of the Lease dated January 28, 2003 is
deleted in its entirety and replaced with the following:
TENANT'S
PROPORTIONATE SHARE:
Tenant’s
Proportionate Share of Operating
Expenses, Utilities and Taxes:
39,594
Rentable
square feet in the Premises divided by
488,465
Rentable
square feet in the Building = 8.1058%
Tenant’s
Proportionate Share of Office
Tower Space Cleaning:
39,594
Rentable
square feet in the Premises divided by
442,370
Rentable
square feet in the Building 8.9504%
6. DELETION
OF CERTAIN TERMS AND CONDITIONS - Section
D1, EXCESS TENANT IMPROVEMENT COSTS, of the Lease dated January 28, 2003
is
deleted in its entirety and replaced with the following:
EXCESS
TENANT IMPROVEMENT COSTS
-
Landlord shall provide up to Nine
Hundred Forty-Eight Thousand Eight Hundred Sixteen Dollars
($979,951.50)
(the
"Tenant Improvement Allowance")
for the tenant improvements. Tenant shall be responsible for all costs in
excess
of the Tenant Improvement Allowance to construct the Tenant Improvements
in
accordance with the Plans. In the event the cost of completing the Tenant
Improvements is less than the Tenant Improvement Allowance, Landlord shall
retain the difference and Tenant shall
have up
to twelve (12) months to use the remaining balance of the Tenant Improvement
Allowance for other improvements to the Premises or for other ancillary
leasehold improvements, such as the installation of equipment, facilities
and
business communication facilities to the Premises, however, in no event shall
such excess Tenant Improvement Allowance available for Tenant’s use for such
ancillary costs exceed Ninety
Four Thousand Eight Hundred Eighty One and 60/100
Two One
Hundred
Fifty Eighty
Nine Thousand
Seven
Hundred Sixty Three and 20/100
Dollars ($94,551.60)
($189,763.20)
($250,000.00).
If
Tenant elects to use any or all of such remaining balance of the Tenant
Improvement Allowance Tenant shall provide ten (10) days prior written notice
to
Landlord of its intent to use all or a portion of such remaining balance
of the
Tenant Improvement Allowance within thirty (30) days of such notice to Landlord.
After the twelfth (12th)
lease
month Tenant have
no claim for and not be entitled to receive any such sums. In the event the
estimated cost of completing the Tenant Improvements in accordance with the
Plans as a result of Tenant changes shall exceed the Tenant Improvement
Allowance, the Landlord shall provide Tenant with a Change
Order
(as defined below), documenting such increased cost and Tenant shall reimburse
Landlord for such increased costs
pursuant
to the payment terms set forth in such Change
Order.
7. DELETION
OF CERTAIN TERMS AND CONDITIONS - Section
D4.02, Deferral of Base Rent, of the Lease dated January 28, 2003 is deleted
in
its entirety and replaced with the following:
Deferral of
Base Rent - The
amounts defined in the table below the “Deferred Rent”, of the Base Rent due for
each Deferral Period will be paid according to Paragraph D4.03 of the Lease,
and
the balance of the Base Rent will be paid according to the Lease.
|
For
Deferral Periods
(defined
above)
|
DEFERRED
RENT
|
|
First
Deferral Period
|
$68,464.62,
the "First Deferred Rent"
|
|
Second
Deferral Period
|
$68,464.62,
the "Second Deferred Rent"
|
|
Third
Deferral Period
|
$68,464.62,
the "Third Deferred Rent"
|
|
Fourth
Deferral Period
|
$68,464.62,
the "Fourth Deferred Rent"
|
|
Fifth
Deferral Period
|
$68,464.62,
the "Fifth Deferred Rent"
|
|
Sixth
Deferral Period
|
$68,464.62,
the "Sixth Deferred Rent"
|
|
Seventh
Deferral Period
|
$68,464.62,
the "Seventh Deferred Rent"
|
|
Eighth
Deferral Period
|
$68,464.62,
the "Eighth Deferred Rent"
|
|
Ninth
Deferral Period
|
$68,464.62,
the "Ninth Deferred Rent"
|
|
Tenth
Deferral Period
|
$68,464.62,
the "Tenth Deferred Rent"
|
|
Eleventh
Deferral Period
|
$68,464.62.
the “Eleventh Deferred Rent”
|
|
Twelfth
Deferral Period
|
$68,464.62,
the “Twelfth Deferred Rent”
|
|
Thirteenth
Deferral Period
|
$35,057.19,
the " Thirteenth Deferral Rent"
|
|
Fourteenth
Deferral Period
|
$35,057.19,
the "Fourteenth Deferral Rent"
|
|
Fifteenth
Deferral Period
|
$70,114.38,
the "Fifteenth Deferral Rent"
|
|
Sixteenth
Deferral Period
|
$35,057.19,
the "Sixteenth Deferral Rent"
|
|
Seventeenth
Deferral Period
|
$35,057.19,
the "Seventeenth Deferral Rent"
|
|
Eighteenth
Deferral Period
|
$70,114.38,
the "Eighteenth Deferral Rent"
|
|
Nineteenth
Deferral Period
|
$35,057.19,
the "Nineteenth Deferral Rent"
|
|
Twentieth
Deferral Period
|
$35,057.19,
the "Twentieth Deferral Rent"
|
|
Twenty-First
Deferral Period
|
$70,114.38,
the "Twenty-First Deferral Rent"
|
|
Twenty-Second
Deferral Period
|
$35,057.19,
the "Twenty-Second Deferral Rent"
|
|
Twenty-Third
Deferral Period
|
$35,057.19,
the “Twenty-Third Deferral Rent”
|
|
Twenty-Fourth
Deferral Period
|
$35,057.19,
the “Twenty-Fourth Deferral Rent”
|
8. NON-DISCLOSURE
- Tenant
will not record this Lease or a memorandum hereof, and will not otherwise
disclose the terms of this Lease to anyone other than its attorneys, accountants
or employees who need to know of its contents in order to perform their duties
for Tenant. Any other disclosure will be an event of Default under the Lease.
Tenant agrees that Landlord shall have the right to publish a "tombstone"
or
other promotional description of this Lease.
Except
as
hereinabove specifically provided to the contrary, all of the remaining terms,
covenants, and agreements contained in said Lease, and all modifications
thereafter, shall remain in full force and effect and shall be applicable
to the
Premises as described in said Lease is hereby acknowledged, ratified, and
confirmed by the parties hereto.
TENANT: LANDLORD:
|
LDMI
TELECOMMUNICATIONS, INC., a
Michigan corporation
|
AMERICAN
CENTER LLC,
a
Michigan Limited Liability Company f/k/a
AMERICAN CENTER ACQUISITION, LLC, a
Michigan Limited Liability Company successor in interest to
HALL AMERICAN CENTER ASSOCIATES: LIMITED PARTNERSHIP,
a
Michigan Limited Partnership
|
|
By:
Southfield Office Manager,
Inc.
|
BY: /s/
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ BY:
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Printed ▇▇▇▇▇▇▇
▇▇▇▇▇▇▇
Printed:
▇▇▇▇
▇. ▇▇▇▇▇▇▇▇▇ - Secretary
DATED:
2/13/03
DATED:
2/13/03
EXHIBIT
A
ADDITIONAL
OFFICE SPACE
Approved
by Tenant:
LDMI
TELECOMMUNICATIONS, INC., a
Michigan corporation
By:
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Printed:
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Its:
CFO