XXXXXXX 00.0
XXXXX XX XXXXX XXXXXXXX )
) SUBLEASE AGREEMENT
COUNTY OF SPARTANBURG )
This Sublease Agreement is made as of the 11th day of February 2002 by
and between Xxxxxxx Development Associates, Inc., a South Carolina corporation
herein referred to as "Sublessor" and ESA Services, Inc., hereinafter referred
to as "Sublessee".
Xxxx Hill, LLC is the successor in interest to Xxxx Xxxx Associates,
hereinafter referred to as "Landlord". On January 30, 1990, Landlord did lease a
portion of the third floor of the Xxxx Office Building 111 at 000 Xxxx Xxxx
Xxxxxx, Xxxxxxxxxxx, XX to WJB Video Limited Partnership, as evidenced by copy
of said lease which is attached hereto with four amendments as Exhibit "B" and
made a part hereof and referenced hereafter as "Lease Agreement".
Subsequently, WJB Video Limited Partnership through its affiliated
company, Blockbuster Video, Inc. did reduce its presence in Xxxx Xxxx and is
desirous of subleasing all of the space that it occupied on the third floor in
accordance with the above referenced Lease Agreement. That space is hereafter
defined as "Premises".
A Sublease Agreement was entered into between WJB Video Limited
Partnership and Xxxxxxx Development Associates, Inc. on August 30, 1996,
hereinafter "JDA Sublease", wherein Xxxxxxx Development obligated itself to
sublease all of the third floor not presently occupied by it. Such a
sub-Sublease is anticipated under the provision of Section 5A of the Sublease
Agreement.
NOW, THEREFORE, Xxxxxxx Development Associates, Inc. as Sublessor and
ESA Services, Inc. do hereby agree as follows:
1. The Sublessor hereby subleases to Sublessee the Premises described
in attached Exhibit "A" upon the conditions and terms set forth hereafter.
2. The term of the sublease shall commence January 1, 2002 and shall
continue in full force and effect until December 31, 2002. On that date, the
Sublease Agreement between the parties hereto shall continue in full force and
effect month to month until notice is given by Sublessee to Sublessor of its
intention to vacate. Said notice must be given 60 days before vacating.
3. (a) Sublessee shall pay to Sublessor a base monthly rent calculated
by multiplying $9.55 per rentable square foot of the Premises. Said amount is
set forth in attached Schedule A. In addition to the base monthly rent,
Sublessee shall pay, as additional rent, its prorata share of any and all common
area charges as defined under the Lease Agreement. Such amount shall be paid
monthly.
(b) It is understood that this sublease is a triple net sublease and
that Sublessee's prorata share of any and all cost that would be payable by
Xxxxxxx Development Associates, Inc. as Sublessor and/or WJB Video Limited
Partnership shall be borne by Sublessee as of the commencement date.
(c) All rent, both base and the prorata contribution to CAM, shall
be due and payable on or before the first day of each month in advance to
Sublessor at the address stated below. Rent for any period less one month shall
be apportioned based on the number of days in that month.
(d) In the event of late payment, Sublessor shall be entitled to a
late charge of 10% of the amount of the monthly rent if not received by
Sublessor on or before the fifth day of each month.
4. Sublessee shall use the Premises solely for general office use and
for no other purpose.
5. Sublessee shall not, by operation of law or otherwise, transfer,
sign, sublet, enter into license agreement, change ownership, mortgage or
hypothecate this sublease or Sublessee's interest in the Premises without first
procuring the prior written consent of Xxxx Hill, LLC, WJB Video Limited
Partnership and Xxxxxxx Development Associates, Inc. The attempted transfer,
assignment, etc. without such permission shall be void and shall confer no
rights upon any third person. In the event of a permitted sublease or
assignment, the Sublessee shall not be relieved from any covenant or obligation
for the balance of the sublease term. Acceptance of rent by Sublessor from any
third party or entity shall not be deemed a waiver by Sublessor of any provision
hereof. Sublessee agrees to reimburse Sublessor for any actual and reasonable
fees incurred in conjunction with the processing and documentation of any such
transfer, assignment, subletting, licensing, changing ownership, mortgage or
hypothecation of this sublease.
6. Sublessee agrees to take the Premises in "as is" condition.
Sublessee has inspected and is fully familiar with the condition of the Premises
and Sublessee's taking possession shall constitute acknowledgment that the
Premises are in good condition and without need of repair. Sublessor makes no
representations or warranties with regard to any equipment or fixtures.
7. Sublessee agrees to be bound by the terms of Paragraph 9, 10, 11,
12, 13, 14, 15, 16 of the JDA Sublease. Further, it makes the covenants and
representations stated in Paragraph 17, 20, 24 of the JDA Sublease.
8. The default provisions of Paragraph 18 and 19 of the Lease Agreement
shall be in full force and effect.
9. All notices provided for under this Sublease Agreement, under the
JDA Sublease, and the original Lease Agreement shall be in writing and sent by
Personal Delivery, Express Courier Service or by Registered or Certified Mail,
Return Receipt Requested to:
Xxxxxxx Development Associates, Inc.
X.X. Xxx 0000
000 Xxxx Xxxx Xxxxxx
Xxxxxxxxxxx, XX 00000
Attn: A. Xxxxxx Xxxxxxx
and to
2
WJB Video, LP
c/o Viacom Realty Corporation
0000 Xxxxxxxx
Xxx Xxxx, XX 00000-0000
Attn: Xx. Xxxxx X. Xxxxxxxxxx
and a copy to:
Viacom, Inc.
0000 Xxxxxxxx
Xxx Xxxx, XX 00000-0000
Attn: General Counsel
as to Sublessee:
ESA Services, Inc.
000 Xxxx Xxxx Xxxxxx
Xxxxxxxxxxx, XX 00000
with a copy to:
ESA Services, Inc.
Attn: Development/Legal
000 X. Xxxx Xxxxxx
Xxxxx 000
Xxxxxxxxxxx, XX 00000
10. All of the terms and conditions of the referenced and attached
documents are fully incorporated herein except as may be expounded upon herein
and the parties shall be bound to such previous documents.
11. In the case any one or more of the provisions contained in this
Sublease shall for any reason be held invalid, illegal, or unenforceable, such
unenforceability shall not effect any other provision of this Sublease
Agreement. This Sublease shall be construed as if such provision had not been
contained herein.
12. Sublessee represents and warrants that this Sublease has been duly
authorized and the party signing on behalf of Sublessee is so authorized to
execute this Sublease.
13. Sublease may not be modified or amended except by written agreement
signed by the parties hereto.
14. This agreement may be executed in counterparts, each of which shall
be deemed an original and all of which together shall constitute one in the same
instrument.
3
In witness whereof, the parties have hereunto set their hands and seals
on the date and year first stated above.
SUBLESSOR
Xxxxxxx Development Associates, Inc.
By: /s/ A. Xxxxxx Xxxxxxx
-----------------------------------------
A. Xxxxxx Xxxxxxx, President
SUBLESSEE
ESA Services, Inc.
By: /s/ Xxxxx Xxxxxxx
-----------------------------------------
Xxxxx Xxxxxxx, Vice President
This Sublease Agreement is hereby consented to by:
XXXX XXXX LLC
By: /s/ Xxxxxx Xxxx Xxxxxxx, Jr.
----------------------------------------------
Xxxxxx Xxxx Xxxxxxx, Jr., President
4
SCHEDULE "A"
RENTAL AMOUNT
Rent Calculations:
-----------------
Base Square Common Adjusted *Rent/ *Total Annual
Rent Foot Area Factor Rentable Area Sq. Ft. Rental Amount
---- ---- ----------- ------------- ------- ------ ------
American Storage 3,291 1.1642 3831 9.55 = 36,586
Extended Stay 3,661 1.1642 4262 9.55 = 40,702
ESA (GDJ, Jr.) 1,300.5 1.1642 1514 9.55 = 14,459
Xxxxxxx Dev. 5,100.5 1.1642 5938 9.55 = 56,708
--------- ----- --------
13,353 5,545 148,455
*Does not include CAM charges
Rent Estimate with CAM Contribution:
-----------------------------------
Adjusted CAM
Rentable Area Est. Per Sq. Ft. CAM
------------- --------------- ---
American Storage 3,831 x 6.30 24,135
Extended Stay 4,262 x 6.30 26,851
ESA (GDJ, Jr.) 1,514 x 6.30 9,538
Xxxxxxx Dev. 5,938 x 6.30 37,409
Rental Obligation:
-----------------
Base Rental
----------- CAM
Contribution Total Monthly
------------ ----- -------
American Storage 36,586 + 24,135 60,721 5,060
Extended Stay 40,702 + 26,851 67,553 5,630
ESA (GDJ, Jr.) 14,459 + 9,538 23,997 2,000
Xxxxxxx Dev. 56,708 + 37,409 94,117 7,843
-------
Monthly Total: 20,533
Rental Obligation After Application of Blockbuster Credit of $2,833.33/Month:
----------------------------------------------------------------------------
Adjusted
% Credit Monthly Obligation
- ------ ------- ----------
American Storage 5,060 24.64 - 698 5,060 4,362
Extended Stay 5,630 27.42 - 777 5,630 4,853
ESA (GDJ, Jr.) 2,000 9.741 - 276 2,000 1,724
Xxxxxxx Dev. 7,843 38.2 -1,082 7,843 6,761
------- -------- ------
20,533 100.00 17,700
